Tyler on Tue, 19 Aug 2008 01:22:36 -0700 (MST)


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[s-b] Proposal on Officer Powers


To tie up loose ends I submit the following proposal:
{{
Title: Option to Limit Officer Power
Body: Change the paragraph of the text of Rule 79 that reads

"A Corporation is an entity defined by a Contract declaring itself to be a
set of Articles of Incorporation. These Articles must, at a minimum, give
the Corporation a name and define at least one Officer. Officers of a
Corporation shall collectively ensure that the Corporation fulfills the
obligations specified in its Articles. An Officer can act on behalf of a
Corporation by sending a message to the Public Forum explicitly stating that
the Actions described in the message are being performed by the Corporation.
"

to read

"A Corporation is an entity defined by a Contract declaring itself to be a
set of Articles of Incorporation. These Articles must, at a minimum, give
the Corporation a name and define at least one Officer. Officers of a
Corporation shall collectively ensure that the Corporation fulfills the
obligations specified in its Articles. An Officer can, *unless otherwise
specified in the Articles of Incorporation,* act on behalf of a Corporation
by sending a message to the Public Forum explicitly stating that the Actions
described in the message are being performed by the Corporation."
}}

My argument: The Black Corporation, for example, has multiple officers, and
they need not be bound by the contract to hold office. Those who pay money
to join a corporation should not have to worry that their officer(s) might
give their money to whomever it pleases them, or do some other equally
appalling act. As the rules stand, no contract, Articles or
otherwise, can limit an officer's right by rule 79 to act instantly and with
impunity in the name of eir corporation if the officer is not a party to the
contract.
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