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28-415: City Stores was a holding company, incorporated in the state of Delaware , that owned directly or indirectly all or a substantial majority of the stocks of several department and specialty stores in six states. It eventually controlled 39 stores in 19 states. The stores were serviced by a New York resident buying corporation, City Stores Mercantile Company, Inc., a subsidiary wholly owned by City Stores. In

56-463: A Boston, Massachusetts , department store. In 1946, the company acquired Richards of Miami, Florida . City Stores purchased a majority interest in two New York based women's specialty clothing stores, Oppenheim, Collins & Co. in 1945 and Franklin Simon & Co. in 1949. The two companies were later merged as Franklin Simon & Co. The company expanded its holdings of department stores with

84-561: A corporation required a special act of the state legislature. General incorporation allowed anyone to form a corporation by simply raising money and filing articles of incorporation with the state's Secretary of State. Because of the extensive experience of the Delaware courts, Delaware has a more well-developed body of case law than other states, which serves to give corporations and their counsel greater guidance on matters of corporate governance and transaction liability issues. Disputes over

112-480: A manufacturer and supplier of waxed tissue, paper, foil and foil decorative packaging to the wholesale floral and horticultural industries. In the mid-2000s, CSS was reorganized into three affiliates: Berwick Offray (the world's largest manufacturer and distributor of decorative ribbons and bows); Cleo (the premier provider of seasonal gift packaging products); and the Paper Magic Group (a manufacturer of

140-744: A manufacturer of Halloween and Easter products. In 1995 Paper Magic acquired Cleo, Inc., a manufacturer of gift wrap and trim, primarily for the Christmas season, as well as Topstone Industries, Inc., a manufacturer of Halloween products and novelties, and Illusive Concepts, a manufacturer of latex masks, accessories and decorative displays. In 1993, CSS acquired Berwick Industries, Inc., a ribbon and bow manufacturer and integrated it into Paper Magic. In March 2002, Berwick acquired business assets of C. M. Offray & Son, Inc. (a producer and supplier of narrow woven ribbon) and merged them into Berwick. In August 2008, Berwick Offray LLC acquired Hampshire Paper Corp.,

168-799: A manufacturer of metal containers in standard and customized formats. Ellisco's manufacturing locations included sites in Pennsylvania, Maryland, Ohio, and West Virginia. CSS sold the subsidiary to U.S. Can in 1994.. CSS added gift wrap and related products to its line of businesses with the 1988 acquisition of Paper Magic Group. Paper Magic designed, manufactured, and distributed seasonal and everyday paper products for gift giving and holiday celebrations. The company also obtained licenses to produce certain products with imprints of cartoon characters, including Care Bears , Teenage Mutant Ninja Turtles , and Walt Disney characters. In 1991, Paper Magic acquired Spearhead Industries of Eden Prairie, Minnesota ,

196-439: A nucleus in Delaware with operating companies often in other states. In addition, Delaware has used its position as the state of incorporation to generate revenue from its abandoned and unclaimed property laws. Under U.S. Supreme Court precedent, the state of incorporation gets to keep any abandoned and unclaimed property , such as uncashed checks and unredeemed gift certificates, if the corporation does not have information about

224-453: A result, Delaware corporations are subject almost exclusively to Delaware law, even when they do business in other states. While most states require a for-profit corporation to have at least one director and two officers, Delaware laws do not have this restriction. All offices may be held by a single person who also can be the sole shareholder. The person, who does not need to be a U.S. citizen or resident, may also operate anonymously with only

252-799: A vast array of seasonal merchandise - ranging from greeting cards to Halloween costumes). The C. R. Gibson business was acquired on December 3, 2007, and in May 2008, it acquired iota, a designer, marketer and seller of stationery products, such as note cards, gift wrap and journals. CSS announced on May 25, 2011, that Cleo would be shut down as of December 31, 2011. CSS acquired the McCall Pattern Company (parent of Butterick and Vogue Patterns) in December 2016, and then in November 2017 went on to acquire Simplicity Pattern . In January 2020, CSS

280-555: The Fortune 500 , including Walmart and Amazon (two of the world's largest companies by revenue ) are incorporated (and therefore have their domiciles for service of process purposes) in the state. Over half of all publicly traded corporations listed in the New York Stock Exchange (including its owner, Intercontinental Exchange ) are incorporated in Delaware. The statute has been credited with reducing

308-642: The South Jersey region of the U.S. state of New Jersey . The area is served as United States Postal Service ZIP Code 08086. As of the 2020 United States census , the CDP's population was 2,806. As of the 2000 census , the population of a different geographic entity containing Thorofare, namely ZIP Code Tabulation Area 08086, was 5,424. Checkpoint Systems is headquartered in Thorofare. This Gloucester County, New Jersey state location article

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336-656: The U.S. state of Delaware . The statute was adopted in 1899. Since the 1919 anti-corporation reforms in New Jersey under the governorship of Woodrow Wilson , Delaware has become the most prevalent jurisdiction in United States corporate law and has been described as the de facto corporate capital of the United States. Delaware is considered a corporate haven because of its business-friendly corporate laws compared to most other U.S. states. 66% of

364-426: The 1950s, City Stores merged with Specialty Stores Co becoming C ity S pecialty S tores. City Stores started in 1923 with the acquisition of three department stores: B. Lowenstein, Inc. , of Memphis, Tennessee ; Maison Blanche Co., of New Orleans, Louisiana; and Loveman, Joseph & Loeb , of Birmingham, Alabama . The following year City Stores purchased Kaufman-Straus Co. of Louisville, Kentucky . In 1928,

392-783: The Court of Chancery to the Delaware Supreme Court . Delaware has also attracted major credit card banks because of its relaxed rules regarding interest . Many U.S. states have usury laws limiting the amount of interest a lender can charge. Federal law allows a national bank to "import" these laws from the state in which its principal office is located. Delaware (among others) has relatively relaxed interest laws, so several national banks have decided to locate their principal office in Delaware. National banks are, however, corporations formed under federal law, not Delaware law. A corporation formed under Delaware state law benefits from

420-599: The Delaware Supreme Court upheld a provision allowing companies to require in their certificates of incorporation all Securities Act of 1933 claims to be filed in federal court. DGCL 203 is particularly known as an antitakeover law. Thorofare, New Jersey Thorofare is an unincorporated community and census-designated place (CDP) located within West Deptford Township in northwestern Gloucester County , situated in

448-669: The acquisition in 1948, of Wise, Smith & Co. of Hartford, Connecticut , and Lansburgh's of Washington, D.C. , in 1951. In 1961, City Stores acquired the W. & J. Sloane chain of 30 furniture stores in California, New York, Connecticut, New Jersey, and other states along the east coast. W. & J. Sloane purchased a 280,000-square-foot (26,000 m) building at a prime location on Fifth Avenue in New York City from Franklin Simon. In 1966, City Stores acquired Wolf & Dessauer Co. of Fort Wayne, Indiana , but sold

476-553: The company acquired a majority interest in Lit Brothers of Philadelphia, Pennsylvania , later merging it into City Stores' operations in 1951. After going into receivership in 1931, City Stores Company could no longer meet its financial obligation to Bankers Securities Corporation (B.S.C.), the owner of Lit Brothers. Albert M. Greenfield was then appointed as chairman of the board, a position he would hold for over 20 years. In 1944, City Stores acquired control of R.H. White ,

504-523: The company in 1969, along with Kaufman-Straus to L. S. Ayres . The 1970s brought the company a large decline in sales and the need to liquidate assets. The company discontinued operations at Lansburgh's in 1973, and Lit Brothers in 1977. After several years of low profits or net losses, City Stores filed for Chapter 11 bankruptcy in July 1979. Under the reorganization plan, City Stores closed 42 Franklin Simon & Co. stores, Hearns Department Store, and

532-543: The eight Richards stores. In 1980, Loveman, Joseph & Loeb and R.H. White department stores closed and B. Lowenstein Bros. stores were consolidated with Maison Blanche . City Stores was dismantled completely through the bankruptcy process after acquisition by Philadelphia Industries Inc. (PII). Jack Farber , president of PII, became chairman of City Stores and was elected CEO in February 1980. Farber closed or discontinued

560-445: The example of New Jersey , which enacted corporate-friendly laws at the end of the 19th century to attract businesses from New York , Delaware adopted on March 10, 1899, a general incorporation act aimed at attracting more businesses. The group that pushed for this legislation intended to establish a corporation that would sell services to other businesses incorporating in Delaware. Before the rise of general incorporation acts, forming

588-527: The internal affairs of Delaware corporations are usually filed in the Delaware Court of Chancery , which is a separate court of equity , as opposed to a court of law . Because it is a court of equity, there are no juries; its cases are heard by judges, called chancellors. Since 2018, the court has consisted of one chancellor and six vice-chancellors. The court is a trial court, with one chancellor hearing each case. Litigants may appeal final decisions of

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616-584: The listing agent through whom the company is registered named. Delaware charges no income tax on corporations not operating within the state, so taking advantage of Delaware's other benefits does not result in taxation. At the same time, Delaware has a particularly aggressive tax on banks that locate in the state. However, in general, the state is viewed as a positive location for corporate tax purposes because favorable laws of incorporation allow companies to minimize corporate expenditures (achieved through legal standardization of corporate legal processes), creating

644-717: The location of the owner of the property. Abandoned property provides Delaware with about half a billion dollars annually. Delaware charges a franchise tax on the corporations incorporated in it. Franchise taxes in Delaware are higher than in most other states which typically get revenue from corporate income taxes on the portion of the corporation's business done in that state. Delaware's franchise taxes supply about one-fifth of its state revenue. In February 2013, The Economist published an article on tax-friendly jurisdictions, commenting that Delaware stood for "Dollars and Euros Laundered And Washed At Reasonable Expense". Jeffrey W. Bullock , Delaware's Secretary of State, insists that

672-404: The relaxed interest rules to the extent it conducts business in Delaware, but is subject to restrictions of other states' laws if it conducts business in other states. Pursuant to the " internal affairs doctrine ", corporations which act in more than one state are subject only to the laws of their state of incorporation with regard to the regulation of the internal affairs of the corporation. As

700-516: The remaining department store operations in 1982, and by 1985 liquidated the remaining assets of W. & J. Sloane. CSS Industries was established by Farber in 1985, with a new name to reflect a diversified strategy. CSS completed its first acquisition in January 1985 with the purchase of Rapidforms, Inc. of Thorofare, New Jersey . designed and manufactured a variety of business forms. It was sold in December 1997. In 1986, CSS acquired Ellisco Co.,

728-539: The state has struck the right balance between curbing criminality and "paying deference to the millions of legitimate businesspeople who benefit" from hassle-free incorporation. On June 30, 2013, Delaware Governor Jack Markell signed amendments to the Delaware General Corporation Law. The new legislation took effect on August 1, 2013, except for the ratification of the defective corporate acts amendment which took effect in 2014. In 2020,

756-407: The tax burdens on Delaware residents as revenues from the statute provide two-fifths of the state's budget, but has been controversial for facilitating tax dodging and money laundering by major corporations, as well as providing safe haven to money launderers, kleptocratic foreign rulers, and human traffickers. Delaware acquired its status as a corporate haven in the early 20th century. Following

784-724: Was acquired by the British company IG Design Group plc , via its American subsidiary, Design Group Americas Inc. for $ 88 million. Delaware corporation The Delaware General Corporation Law (sometimes abbreviated DGCL ), officially the General Corporation Law of the State of Delaware (Title 8, Chapter 1 of the Delaware Code), is the statute of the Delaware Code that governs corporate law in

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