Corporation 2
Corporation 2
Corporation 2
Corporation 2
Corporation 2
100
What does it mean to pierce the corporate veil?
Look beyond the corporation and hold the shareholders personally liable.
100
Define quorum.
What is the least number of individuals that must be present to conduct a meeting and business to be transacted?
100
What are the three dates involved with the board's declaration of dividends?
What are the declaration date, the date of record, and the payment date?
100
Define consolidation.
Corporation A and B come together and cease to exist and become corporation C.
100
This federal law governs the initial sale of stock by businesses.
What is Securities Act of 1933?
200
What are reasons to pierce the corporate veil?
What are commingling personal and business assets, underfunding the corporation, individual is tricked into dealing with a corporation instead of an individual, corporation is set up to never make a profit, corporate formalities are not followed?
200
Explain the Business Judgment Rule.
What is a rule under which courts will not hold corporate directors and officers liable for honest errors of judgment that financially damage the corporation. Decisions need to be made in good faith.
200
Since a shareholder is an owner of the corporation, there cannot be any restrictions on a shareholder's right to inspect the corporate financial records. TRUE FALSE
What is FALSE
200
Define merger.
What is the legal combination of corporation A and corporation B and only one of them continues to exist.
200
This federal law provides for continuous periodic disclosures by publicly held corporations to the SEC to regulate subsequent trading.
What is Securities Exchange Act of 1934?
300
Define bond.
What is long term debt?
300
Define proxy.
What is authorizing another to act on your behalf. Shareholders who cannot attend a shareholders meeting quite often give a proxy to a representative.
300
I always have the right to sell my shares of stock to whomever I want and whenever I want. TRUE FALSE
What is FALSE
300
Define tender offer.
What is an offer made by one company directly to the shareholders of another company to buy their shares of stock.
300
Corporate directors have the right to inspect the corporation's financial records at almost any time. True or False
What is TRUE (This says director not shareholder.)
400
Who has priority if a corporation files for bankruptcy?
Who are secured creditors ( could be a secured bond or another lender) first and then shareholders?
400
What is the purpose of having a proxy?
What is trying to concentrate voting?
400
This is a lawsuit brought by a shareholder to enforce a corporate cause of action against third party.
What is shareholder's derivative suit? (NOTE this is especially important if officers and directors of the corporation are not willing to take any action against themselves?)
400
Define takeover.
What is the acquisition of control over a corporation (the target) through the purchase of a substantial number of he voting shares of that corporation.
400
Define short swing profit.
What is profit earned by a purchase and sale or sale and purchase or the same security within a six month period.
500
A director of a corporation must be a shareholder of that corporation. True or False
FALSE
500
Define preemptive right.
What is the right of existing shareholders to have first right to purchase an equal percentage of ownership of any new issue of stock?
500
If any money is recovered in a shareholder's derivative suit, where does that money go?
What is to the corporation?
500
Define treasury stock.
What is stock of the company that was outstanding and then was reacquired by the corporation.
500
What is the affect of a short swing profit made by a corporate insider?
What is insider trading is presumed and all profits must be returned to the corporation.
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