Question

Keenan wants to incorporate his business. He buys business cards and labels with the name "Keenan’s Kwips" on them and begins selling gag gifts. Keenan follows the rules for incorporation in his state, including a statement that he is the sole shareholder, and he is granted a certificate of incorporation. The only problem is that Keenan has an error in his address on all the paperwork. Keenan’s business is probably a:______.a. corporation by estoppel.
b. de jure corporation.
c. de facto corporation.
d. public corporation.

Answer 1

Answer:

The correct option is b. de jure corporation.

Explanation:

A de jure corporation is a business that has fulfilled all the requirements mandated under the law of its state incorporation statute and has had limited liability protection granted to the corporation. De jure means "a matter of law," which validates the corporation as a legal entity.

It is created when steps are taken to incorporate, but not all of the statutes are in compliance. With a de facto corporation, it is not protected if the state challenges it in a "quo warranto" proceeding. It is protected against third parties.  

Courts can decide on a finding of de facto if three requirements are met by the corporation:

• A statute must be in existence that allows legal incorporation.

• The corporation has attempted to comply with the statute, which is considered a good faith effort.

• There has been actual use or the exercise of the corporate franchise.