Bylaws are written provisions describing how day-to-day operations of a corporation will be conducted. A corporation's activities are governed, in order of precedence, by statute, corporate charter, and bylaws.
Sections 1 through 3 of the Sherman Act, 15 U.S.C.S. §§ 1-3, provide for prison terms, fines and damages to be assessed against "persons" who enter into agreements in restraint of trade or who monopolize, attempt to monopolize or conspire to monopolize trade.
Protection for Whistleblowers Concerning Unsafe Shipping Containers
The duty of loyalty prohibits a director from using her corporate position to obtain a personal profit or to gain a personal advantage. A director is privy to information that may not be known to others outside the corporate sphere. As part of the duty of loyalty, a director cannot take advantage of corporate information for her own personal interests.
Section 2 of the Sherman Act, 15 U.S.C.S. § 2, prohibits monopolies and attempts or conspiracies to monopolize. The statute provides for prison terms and fines in actions brought by the U.S. Department Justice and for injunctions and damages in civil actions brought by the Department of Justice, states, and private parties.
