Involuntary commitment
Duties and obligations of the corporation counsel in involuntary civil commitment proceedings under chapter 51, Stats., discussed. 79-129
Paternity matters
Duties of corporation counsel in county over 500,000 concerning paternity matters, under secs. 52.21-52.45, Stats., cannot be transferred to legal counsel employed in a separate department created pursuant to powers in sec. 59.025, Stats. (Unpub.). 22-1978
Police legal advisor
County Board has no power to authorize sheriff to employ a police legal advisor to give day-to-day advice to the sheriff unless such person is an assistant district attorney or assistant county corporation counsel. 65-245
Prosecutorial immunity
Duties and obligations of the corporation counsel in involuntary civil commitment proceedings under chapter 51, Stats., discussed. 79-129
Special counsel
Although a county board in a county with a population of under 500,000 has no permanent or continuing authority to retain special counsel, it may obtain special counsel with the approval of the circuit court under sec. 59.44 on a case-by-case basis in those situations where the district attorney or corporation counsel is unable to continue to perform his or her duties without potentially violating the rules of professional conduct established by the Wisconsin Supreme Court. Unless otherwise provided by statute, in those situations where legal services are required in civil matters and the provisions of sec. 59.44 cannot be utilized, the district attorney or corporation counsel has the exclusive authority to perform or supervise the provision of those services. 72-113
County Board may not by resolution require either a full time district attorney or the corporation counsel to advise town officers on matters of strictly town business, and may not engage special counsel for such purpose. 72-179
CORPORATIONS
Apartment leases
A corporation not licensed as a real estate broker does not violate a ch. 452, Stats., if it allows its nonlicensed employes to negotiate for and sign apartment leases of property owned by the corporation. Permitted limits of nonlicensed independent contractor agents discussed. 70-23
Attorneys
Restrictions on business corporations providing medical, legal and dental services discussed. 75-200
Bonds
Industrial development revenue bonding under sec. 66.521, Stats., is not available for a project for a new automobile showroom, warehouse, and repair facility of a retail automobile dealership. 62-141
Certificate of incorporation
Section 180.47, Stats., cannot accurately be viewed as correcting, waiving or curing non-compliance with the statutory conditions governing the initial incorporations of a business, which are required to precede the issuance of a certificate of incorporation under sec. 180.46, Stats., since sec. 180.47, Stats., clearly authorizes the State to assert such non-compliance for the purpose of cancelling or revoking the certificate of incorporation. The Attorney General should be advised of any instances where certificates of incorporation are erroneously issued so that the State may assert such non compliance for the purpose of cancelling or revoking such certificates. Although sec. 180.47, Stats., does not apply to erroneously issued certificates of amendment, appropriate action should be taken to cancel or revoke any such certificates. 62-160
Chapter 180
A chapter 180 corporation cannot offer general trust services to the public, notwithstanding compliance with section 223.105, Stats. 78-153
Citizens Utility Board
The creation of a corporation, the Citizens Utility Board, under ch. 199, Stats., is constitutional. 69-153
The Citizens Utility Board, a body corporate and politic, legally dissolved and reorganized as a non-stock, non-profit corporation. 75-168
Company as employe service company
Strict compliance with all criteria in section 108.02(12m), Stats., and section 108.065 is required before a company will qualify as an employe service company and the employer for unemployment compensation purposes. 80-154
Credit unions
Organizations and associations eligible for credit union membership under sec. 186.05(1)(b), Stats., defined and discussed. 65-77
Dentistry
Restrictions on business corporations providing medical, legal and dental services discussed. 75-200
Drafting of Articles of Incorporation
The drafting of Articles of Incorporation, and other corporate documents to be filed with the Secretary of State constitutes the practice of law within the meaning of sec. 256.30(2), Stats. Any relaxation of this restriction is a question for the Wisconsin Supreme Court. 65-173
Employe service company
Strict compliance with all criteria in section 108.02(12m), Stats., and section 108.065 is required before a company will qualify as an employe service company and the employer for unemployment compensation purposes. 80-154
Filing fee
A foreign corporation filing application for a certificate of authority to transact business in this State is not entitled to any credit against the filing fee due under sec. 180.87(1)(i), Stats., even though some part or all of the capital of the newly applying corporation had generated the payment of fees by some other corporation which had previously employed such capital in this State. 63-535
Foreign corporations
Under sec. 180.833(1)(k), Stats., the Secretary of State may require that foreign corporations file appropriate information and statements, for the purpose of assisting him in determining the accuracy of their reports indicating the proportion of their capital employed in the State. However, the Secretary of State may not treat such information and statements as a public record. 62-261
Informal corporate action
Articles of Incorporation which purport to allow informal corporate action by written consent of less than all parties entitled to vote are clearly inconsistent with the provisions of sec. 180.91, Stats., and are prohibited by ch. 180, Stats. 62-240
Investment Board, Wisconsin
The State of Wisconsin Investment Board lacks the statutory authority to place one of its board members or an employe on the board of directors of a private corporation. 75-213
Leases
Wis. Const. art. VIII, sec. 7(2)(d), does not preclude the state from entering into a lease with a nonprofit corporation or other entity furnishing facilities for governmental functions unless there is an attempt to use the lease as part of a scheme for the State to acquire title to or the use of a facility without utilizing state general obligation bonding. 62-296
Non-profit
An organization qualifies as a medical education and research organization under section 448.08(5), Stats., if its dominant purpose and primary function is to provide medical education and conduct medical research and if it is otherwise a nonprofit organization. A parent and wholly-owned subsidiary corporation, together, may qualify as an organization. (Unpub.). 31-1986
Optometry
Restrictions on business corporations providing medical, legal and dental services discussed. 75-200
Parent corporation
Stock ownership of a subsidiary corporation by a parent corporation, considered alone, does not destroy the legal separate identities of the parent and subsidiary corporation. But the separateness of corporate identity will be disregarded if the subsidiary's policies, functions and actions are so controlled by the parent as to make the subsidiary a mere agent or instrument of the parent. Whether parent and subsidiary corporations violate section 445.12(6), Stats., which prohibits an operator of a funeral establishment from being connected with a cemetery, depends upon facts relating to the legal separateness of the parent and subsidiary corporations. The facts related are insufficient to conclude whether section 445.12(6) is violated. 78-5
Physicians and surgeons
Restrictions on business corporations providing medical, legal and dental services discussed. 75-200
Political contributions
The prohibition against corporate political contributions and disbursements in sec. 11.38, Stats., is broad and probably would bar, in most cases, purchases of advertising by a corporation in a political party publication. But the bar is not absolute and violations must be determined on a case-by-case basis. 65-10
The statutory prohibition against political contributions and disbursements by corporations or cooperatives in support of opposition to any referendum to be submitted to the voters, set forth in sec. 11.38(1)(a)1., Stats., is unconstitutional. To the extent spending for that purpose is now allowable under sec. 11.38(1)(a)1., Stats., it is fully subject to the requirements and limitations otherwise set forth in ch. 11, Stats., including those requiring registration and filing. 67-211
Wisconsin Administrative Code section ElBd 1.06, and the forms developed to effectuate that rule, EB-11 and EB-12, which require corporations and associations to register and twice yearly report their expenditures for the establishment and administration of a political fund and for solicitation of political contributions to such fund, improperly impose substantive requirements in addition to those reasonably within the intendment of sec. 11.38(1)(a)2., Stats., and are therefore unenforceable. 67-193
Real estate brokers
A corporation cannot be licensed as a real estate salesperson under ch. 452, Stats. (1979-80), or as revised by ch. 94, Laws of 1981. 71-38
