Formation: Paper Self-Quiz
In its Certificate of Incorporation,
a company must state the purpose of the business and the types of business
it will conduct. Any act outside of this purpose, which the company undertakes
is known as an ultra vires act, and is illegal. Thus, when a
court charges a company’s directors with committing an ultra
vires act, it means that the directors have acted:
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Acme, Inc. is incorporated
in California and is doing business in Nevada. In Nevada, it is properly
referred to as
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Preferred stockholders:
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Hazel purchases stock that
pays a periodic dividend of 9% of the face value of the shares. Hazel’s
stock, in all likelihood, is
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Andy and Flora are directors
of Jackson. Dick and Jane are Jackson officers. Rachel and Henry, as well
as being both directors and officers, are Jackson shareholders. Jackson
stock dividends are declared by:
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C Corp’s bylaws require
that in order for the shareholders to override a bylaw created by the
board of directors, a supermajority (here 75%) of the shares entitled
to vote on the issue be present at the vote to form a quorum, and a supermajority
(here 80%) of those shares present and entitled to vote must vote in favor
of the resolution for it to pass. C Corp also has an item in its unamended
Articles of Incorporation that says only a simple majority is required,
as to both quorum and vote, to override the director bylaw.
If, at its annual meeting, 75,000 shares of C Corp’s total issued and outstanding 100,000 shares are at the meeting, is there a quorum present? |
Given the previous question's
facts, how many shares were necessary to create the quorum?
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Assume for purposes of this
question that there was no item in the articles of incorporation regarding
voting in the firm in the previous two questions. If all 75,000 shares
at the meeting are entitled to vote on the resolution, how many votes
are required for it to pass?
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Which of the following is
critical to insuring that a business is properly taxed under both state
and federal taxation systems?
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XYX Corporation has recently
completed its state filing for incorporation and has been granted a charter
by the state. The filing made by XYX failed to mention a duration for
the company. By default, how long is the company implied to last?
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NewCo. is a registered foreign
business in State H. Due to a malfunction with one of its products, a
NewCo customer was injured and has decided to sue the corporation. To
whom should the customer send its notice of claim against the firm?
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Inc. Co. has been doing business
in State Y for the last five years. It now has reason to register with
the state because it wants to sue a State Y resident. What will be required
before Inc can sue?
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