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Finance
Individuals who are interested in starting a corporation must prepare the articles of incorporation, including the corporation's name, its purpose, and the number of shares to be issued. These individuals must also choose the state in which to incorporate, which is a decision that is highly relevant to where the corporation should reasonably expect to be sued. As this chapter explains, a state court may have in personam jurisdiction over a corporation that was incorporated within that state. Arguably, corporations prefer to be sued within their states of incorporation rather than in other states, perhaps due to their familiarity with the state's laws or their hope of having a more favorable jury in their "home" state. To increase the likelihood of being sued within its state of incorporation, a corporation may opt to include a choice-of-forum clause in its business agreements, which could require that all suits related to particular business agreements be filed within the company's state of incorporation. However, a choice-of-forum clause would be relevant only in business-to-business transactions, not with consumers who use the corporation's products or services.

Source: S. Ross, R. W. Westerfield, B. D. Jordan, Fundamentals of Corporate Finance (New York: McGraw-Hill/Irwin, 2006), p. 6.








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