§ 373. Exceptions to requirements.
§ 373. Exceptions to requirements. (a) No foreign corporation shall be required to comply with §§ 371 and 372 of this title, under any of the following conditions: (1) If it is in the mail order or a similar business, merely receiving orders by mail or otherwise in pursuance of letters, circulars, catalogs or other […]
§ 374. Annual report.
§ 374. Annual report. Annually on or before June 30, a foreign corporation doing business in this State shall file a report with the Secretary of State. The report shall be made on a form designated by the Secretary of State and shall be signed by the corporation’s president, secretary, treasurer or other proper officer […]
§ 327. Stockholder’s derivative action; allegation of stock ownership.
§ 327. Stockholder’s derivative action; allegation of stock ownership. In any derivative suit instituted by a stockholder of a corporation, it shall be averred in the complaint that the plaintiff was a stockholder of the corporation at the time of the transaction of which such stockholder complains or that such stockholder’s stock thereafter devolved upon […]
§ 328. Effect of liability of corporation on impairment of certain transactions.
§ 328. Effect of liability of corporation on impairment of certain transactions. The liability of a corporation of this State, or the stockholders, directors or officers thereof, or the rights or remedies of the creditors thereof, or of persons doing or transacting business with the corporation, shall not in any way be lessened or impaired […]
§ 329. Defective organization of corporation as defense.
§ 329. Defective organization of corporation as defense. (a) No corporation of this State and no person sued by any such corporation shall be permitted to assert the want of legal organization as a defense to any claim. (b) This section shall not be construed to prevent judicial inquiry into the regularity or validity of […]
§ 330. Usury; pleading by corporation.
§ 330. Usury; pleading by corporation. No corporation shall plead any statute against usury in any court of law or equity in any suit instituted to enforce the payment of any bond, note or other evidence of indebtedness issued or assumed by it. 8 Del. C. 1953, § 330; 56 Del. Laws, c. 50.;
§ 341. Law applicable to close corporation.
§ 341. Law applicable to close corporation. (a) This subchapter applies to all close corporations, as defined in § 342 of this title. Unless a corporation elects to become a close corporation under this subchapter in the manner prescribed in this subchapter, it shall be subject in all respects to this chapter, except this subchapter. […]
§ 342. Close corporation defined; contents of certificate of incorporation.
§ 342. Close corporation defined; contents of certificate of incorporation. (a) A close corporation is a corporation organized under this chapter whose certificate of incorporation contains the provisions required by § 102 of this title and, in addition, provides that: (1) All of the corporation’s issued stock of all classes, exclusive of treasury shares, shall […]
§ 343. Formation of a close corporation.
§ 343. Formation of a close corporation. A close corporation shall be formed in accordance with §§ 101, 102 and 103 of this title, except that: (1) Its certificate of incorporation shall contain a heading stating the name of the corporation and that it is a close corporation; and (2) Its certificate of incorporation shall […]
§ 344. Election of existing corporation to become a close corporation.
§ 344. Election of existing corporation to become a close corporation. Any corporation organized under this chapter may become a close corporation under this subchapter by executing, acknowledging and filing, in accordance with § 103 of this title, a certificate of amendment of its certificate of incorporation which shall contain a statement that it elects […]