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These reasons often include, for example: (1) the parent company desires to engage in a new line of business activity unrelated to its current business; (2) the existing or projected revenues from the new line of business activity are substantial; (3) the business enterprise prefers not to expose its assets to the liabilities associated with the new business line; or (4) the new business activities may carry risks of liability unacceptable to the parent; (5) the parent is a public corporation and it desires to keep the subsidiary privately held; (6) the parent wants to posture the subsidiary for going public without affecting the parent’s shareholders; or (7) that the organization desires to reward certain employees with increasing compensation, etc.
It is common to use the term “parent/subsidiary” when describing the relationship between a business enterprise and its subsidiary. The term “parent/subsidiary” is not equivalent to the term “parent/child”. While the parent business enterprise may incorporate its subsidiary corporation, name its board of directors and officers, enunciate the subsidiary’s business purpose, adopt bylaw provisions preserving the parent’s control of its subsidiary, etc., it is important that the subsidiary be established and recognized by the parent, as well as third parties, as an independent corporation managed by a board of directors.
Not everyone is suited for being a director of a corporation.
Today, a business corporation can often present challenges which tax the ability of the most gifted board members.
The board selects officers and the officers are responsible to execute the policies of the board.
The officers of the subsidiary do not “report” to the officers or board of the parent nor are they responsible to the officers or board of the parent corporation.
To maintain control of a subsidiary and at the same time allow the subsidiary to operate as an independent entity under the direction of its board of directors, a parent business enterprise should: (1) be the sole shareholder; (2) include voting control provisions in the subsidiary’s articles of incorporation along with provisions that prohibit amendment of the articles without the approval of the sole shareholder; (3) prepare comprehensive bylaws defining the designation and authority of officers, their term of office, their removal (for cause, or for any or no reason); (4) include in the bylaws the procedure whereby the parent elects and removes directors; and (5) prohibit bylaw amendments without the sole shareholder’s approval, etc.
It may have taken 500 attempts to clear some of these stages but we’ve completed them all and are excited to share our top picks! This one goes to “The Keeper of The Forest” stage by Anton G. Our fingers became basically defunct once we finally cleared it. Before closing, we also have some runner-ups in each category that we think deserve honorable mention: First runner-up was Len’s stage named “YJF Printer: Yeah, Jam, and Fury”, a strong candidate for the Yeah League.For the first category we have the winner of Yeah League, a.k.a. It was our largest submission in size by far and was downright pleasant to look at while exploring. We really enjoyed climbing over giant pixelated renditions of Yeah Jam Fury, based on sprites created by our very own SSF2 dev Friend Alias (a.k.a. And finally Kirbyrocket’s “Thinking Outside” stage was a mighty contender for Fury League.Just loading the stage in the builder caused our computers to chug, so this must have taken some massive amount of patience! It showcased a funky physics exploit that slipped under the QA radar (but honestly aren’t all bugs just features?The parent corporation, by virtue of its voting control of the subsidiary, has the power to hold the subsidiary accountable for its performance.Since the parent retains voting control, it has the authority to select the subsidiary’s directors.