Filters
Question type

Study Flashcards

Michelyn is a director in Zemp Corporation. She has been quietly taking product home and selling it on the black market. The other directors of Zemp Corporation know about Michelyn's actions but fail to take corrective action. Zellen, a shareholder finds out and comes to you asking you what to do. What do you tell Zellen?


A) That Zellen has no recourse because the other officers must bring the suit against Michelyn.
B) Zellen should initiate a shareholder's derivative suit.
C) Zellen should initiate a shareholder's direct suit.
D) Zellen should seek help from the Secretary of State.
E) Zellen should bring a personal suit against Michelyn alleged wrong doing.

F) A) and B)
G) B) and D)

Correct Answer

verifed

verified

Marlin is a shareholder in a major corporation. He hears about some underhand dealings and has brought suit against the corporation. What type of suit is this known as?


A) Shareholder class action suit
B) Investor action suit
C) Shareholder's direct suit
D) Shareholder derivative suit
E) Shareholder investment suit

F) A) and B)
G) A) and E)

Correct Answer

verifed

verified

How are directors typically chosen after the incorporation process?


A) By majority vote of the shareholders.
B) By majority vote of all officers.
C) By a two-thirds vote of shareholders.
D) The president appoints them in his or her discretion.
E) By a unanimous vote of the shareholders.

F) A) and B)
G) C) and D)

Correct Answer

verifed

verified

Which statement accurately describes how directors are chosen during incorporation?


A) Prior to incorporation, either the incorporators appoint them or the corporate articles name them.
B) Prior to incorporation, either the incorporators appoint them or by a majority vote of the shareholders.
C) Prior to incorporation, directors may only be named through the incorporators appointing them.
D) Prior to incorporation, directors may only be named by the corporate articles naming them.
E) Prior to incorporation, directors may only be named by the president appointing them.

F) A) and C)
G) B) and E)

Correct Answer

verifed

verified

What are an officer's roles in a corporation? What are the qualifications required to be an officer?

Correct Answer

verifed

verified

Officers are executive managers whom the...

View Answer

Which of the following is true regarding the Revised Model Business Corporation Act?


A) It has been adopted at least in part in over half of the states.
B) It has been fully rejected in over half of the states in favor of the Model Business Corporation Act.
C) It has been adopted fully by seventy-five percent of the states.
D) It has been rejected in over half of the states in favor of the Model Corporate Act.
E) There is no Revised Model Business Corporation Act.

F) B) and C)
G) A) and B)

Correct Answer

verifed

verified

Nellie, an individual shareholder enters into a ________ which allows her to transfer share titles to a trustee in exchange for a voting trust certificate.


A) voting trust
B) proxy agreement
C) voting agreement
D) strategy agreement
E) trust sponsorship

F) C) and E)
G) B) and D)

Correct Answer

verifed

verified

Which of the following is false regarding corporate decisions that might personally benefit a particular director or officer?


A) There must be full disclosure of the interest by a director who might personally benefit from a corporate decision.
B) There must be full disclosure of the interest by an officer who might personally benefit from a corporate decision.
C) The director to benefit may vote on the issue although a majority of all directors must approve the transaction.
D) The duty to disclose an interest that might personally benefit a director is a fiduciary duty.
E) The duty to disclose an interest that might personally benefit an officer is a fiduciary duty.

F) B) and C)
G) B) and E)

Correct Answer

verifed

verified

If a shareholder receives watered stock, they cannot be held personally liable.

A) True
B) False

Correct Answer

verifed

verified

Directors have the right of up to 3 votes a piece.

A) True
B) False

Correct Answer

verifed

verified

If a corporation has fewer than ________ shareholders, the Revised Model Business Corporation Act allows companies to eliminate the board of directors entirely.


A) 100
B) 50
C) 30
D) 25
E) 10

F) All of the above
G) A) and C)

Correct Answer

verifed

verified

What does the business judgement rule encourage?


A) It allows officers to self-deal if there is no real conflict with the corporation.
B) Directors and officers from ever being held accountable for bad decisions.
C) Individuals to seek out other corporations to partner with in the best interests of the corporation.
D) Shareholders to be involved in the day-to-day operation of the corporation.
E) It encourages individuals to serve as directors.

F) C) and E)
G) B) and C)

Correct Answer

verifed

verified

Which of the following, if any, is an authorization of a shareholder to allow someone else to vote in his or her place?


A) Approval
B) Acknowledgement
C) Proxy
D) Permissive voucher
E) There is no such document because a shareholder may not allow someone else to vote in the shareholder's place.

F) C) and E)
G) A) and E)

Correct Answer

verifed

verified

While ordinary decisions made by directors require a ________ vote, more important decisions sometimes require a ________ vote.


A) Majority; two-thirds
B) Majority; three-fourths
C) Two-thirds; three-fourths
D) One-third; majority
E) Majority; unanimous

F) A) and E)
G) A) and C)

Correct Answer

verifed

verified

The ________ has established that any shareholder who owns more than $1,000 worth of stock in a corporation can submit proposals to be included in proxy materials that are sent to other shareholders before an annual meeting.


A) Corporation Commission
B) Federal Trade Commission
C) Securities and Exchange Commission
D) Internal Revenue Service
E) Federal Regulatory Commission

F) B) and C)
G) All of the above

Correct Answer

verifed

verified

Lydia is a director of a company that develops expensive residential subdivisions. The company is considering purchasing a large section of land on which to put a development. Lydia happens to own some of the land. What duty, if any, does she have regarding disclosure? Also discuss what steps, if any, should be taken by the board when considering the matter, and why, or why not they should take those steps.

Correct Answer

verifed

verified

Lydia has a duty to disclose her self-in...

View Answer

[Kite Sales] Tatiana is president of a business that manufactures kites. The kites of her company, ABC Kites, are sold to large toy stores. After Tatiana learned a great deal about kites at ABC, she started to make kites at home. She started selling kites to friends. She also started to make inquiries regarding selling her kites to larger toy stores in the area, and she began making a few sales to them. Her plan was to start small and then leave ABC after she had increased sales. She did not work on her side project while she was on the clock with ABC. Some of the directors learned about her kite sales and accused her of wrongdoing. Tatiana denied any wrongdoing and pointed out that she did not work on her project while she was on the job with ABC. -What duty, if any, did Tatiana violate?


A) She did not commit any violation.
B) She violated the duty of loyalty.
C) She violated the duty of care.
D) She violated the duty of understanding.
E) She violated the duty of profit maximization.

F) C) and D)
G) B) and D)

Correct Answer

verifed

verified

Jose has an ownership interest in TY Corporation, but he is not involved in day-to-day operations. Jose can best be described as a(n) ________?


A) Director.
B) Affiliated director.
C) Outside director.
D) Officer.
E) Shareholder.

F) A) and E)
G) None of the above

Correct Answer

verifed

verified

________ shares are those that have a fixed face value noted on the stock certificate.


A) No par-value
B) Par-value
C) Watered
D) Valued
E) No-valued

F) A) and B)
G) B) and E)

Correct Answer

verifed

verified

SMPB Corporation can issue ________ to shareholders to show proof of ownership in the corporation.


A) ownership documents
B) stock certificates
C) acknowledgment documents
D) ownership certificates
E) owner's documents

F) B) and D)
G) B) and C)

Correct Answer

verifed

verified

Showing 61 - 80 of 90

Related Exams

Show Answer