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LSDefine

Simple English definitions for legal terms

de facto corporation

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A quick definition of de facto corporation:

A de facto corporation is a company that is recognized as a corporation even if it didn't follow all the rules to become one. This happens when the company tried to become a corporation in good faith but made a mistake. To be considered a de facto corporation, the state must have a law about corporations, the company must have tried to follow the law, and the company must be operating like a corporation.

A more thorough explanation:

De facto corporation is a legal term that means a company is recognized as a corporation, even if it did not properly file its articles of incorporation. This happens when a company tries to follow the rules for creating a corporation, but makes a mistake or misses a step. As long as the company acted in good faith and has been operating like a corporation, it can still be considered a de facto corporation.

For a company to be granted de facto corporation status, it must meet three requirements:

  • The state must have a law related to incorporation.
  • The company must have tried to follow the law in good faith.
  • The company must be operating like a corporation and have evidence to prove it.

For example, let's say a group of friends want to start a business together. They come up with a name, create a logo, and start selling products. However, they forget to file their articles of incorporation with the state. Even though they made a mistake, they can still be considered a de facto corporation if they can prove that they tried to follow the rules and have been operating like a corporation.

Another example could be a company that filed its articles of incorporation, but made a mistake on the paperwork. If the company can prove that it acted in good faith and has been operating like a corporation, it can still be considered a de facto corporation.

de facto | de facto law

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