It is actually extremely common for corporations which aren’t regular business as such - for example, trustees of family trusts are commonly corporations with a single director who is the person who ultimately controls the trust. Also a common structure for sole proprietorship businesses that want some protection from legal liability.
I own a company which never has done anything (I was daydreaming). Its board of directors has one member-me. Legally, I am required to hold annual board meetings with myself, although I believe the legal obligation is met if I hold them in my head. “This year’s financial results: zero revenue, zero expenses, zero assets, zero liabilities, zero employees-another great year at does-nothing-corp!”
Otherwise, it’s easier to pierce the veil.
I once worked for a small Corp that the office manager was the board secretary and literally had a meeting with just herself for such a purpose.
I'm guessing what you actually mean is "Also a common structure for one person who does business on their own, who has incorporated, and who is their own sole board member." Is my inference correct?
[https://find-and-update.company-information.service.gov.uk/c...]
Interestingly, they're overdue on their bill with Companies House it looks like. Oops.
Lots of entities in Delaware named Twitter Inc. (3) plus what might be a holding company or two. Hard to tell without more digging.
[https://icis.corp.delaware.gov/eCorp/EntitySearch/NameSearch...]
Small firms it is common to have a single person board of directors, where that single person is the 100% owner.
When private equity takes a large firm private, they’ll often appoint a board full of their own partners and consultants/advisers-if you own 20 different firms, you don’t want to deal with all their CEOs, you want a layer between the CEO and you-which is where the board helps.
100% subsidiaries (such as a large multinational firm’s local subsidiary in each country) commonly have multi-person boards of directors, with a handful of local senior staff on it (e.g. country director, head of local finance, HR and general counsel) - they usually all just rubber stamp whatever HQ wants, although occasionally they might refuse (e.g if local counsel insists HQ’s demands are illegal and complying with them would make the directors personally liable)
I should point out that in the traditional legal sense of the term, even US LLCs are corporations-it is just that people in the US have adopted some weird redefinition of “corporation” which excludes them. Under Australian law, a US LLC is a corporation, albeit a foreign one. Worldwide, I think most countries legal systems would reach the same conclusion
The British monarchy is a corporation (a corporation sole) - actually, a whole bunch of distinct single member corporations (the monarch), one for each Commonwealth realm, and also one for each Australian state and Canadian province - each called “the Crown in right of X”. Maybe that’s an example of a corporation without any directors, although one might (rather meaninglessly) claim the monarch is the sole director