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Stocks represent the borrowing of funds by firms.

A) True
B) False

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As a general rule, shareholders make daily business decisions for a corporation.

A) True
B) False

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Nora is a director of Outback Outfitters, Inc. Under the standard of due care owed by directors of a corporation, Nora's decisions must be informed and


A) made after reasonable investigation.
B) unquestionable.
C) indefensible.
D) perfect.

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

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A

Venture capital is capital provided to new business ventures by professional, outside investors.

A) True
B) False

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The incorporation of the town of Halfway, Oregon, is approved by the state. Halfway is


A) a publicly traded corporation.
B) a public corporation.
C) a private corporation.
D) not a corporation.

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

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A state court can dissolve a corporation for fraudulent conduct by its directors.

A) True
B) False

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A firm named Biometric Research Corporation makes an attempt to incorporate for a purpose other than making a profit. Biometric is


A) a foreign corporation.
B) an alien corporation.
C) a nonprofit corporation.
D) not a corporation.

E) A) and D)
F) B) and C)

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If a corporation has S corporation status, it can avoid the imposition of income taxes at the corporate level.

A) True
B) False

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True

When the corporation is harmed by the actions of a third party, the directors can bring a lawsuit in the name of the corporation against that party.

A) True
B) False

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True

Guy is Hot Java Company's majority shareholder. Guy decides to sell his Hot Java stock. The sale will be an effective transfer of the control of the company. Does Guy owe a duty to Hot Java or its minority shareholders in this situation?

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Yes. A single shareholder-or a few share...

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Every shareholder is entitled to examine specified corporate records but only in person, not through an agent.

A) True
B) False

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A director or officer must exercise due care in performing their duties, including acting in good faith.

A) True
B) False

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Since stock is intangible personal property, the ownership right to stock exists independently of a stock certificate.

A) True
B) False

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The ordinary rules of agency normally apply to the employment of corporate officers.

A) True
B) False

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Sports Data Stream Inc. is a start-up business. To obtain financing, the corporation makes use of a cooperative activity in which people network and pool funds and other resources via the Internet. This is


A) the issuance and sale of securities.
B) private equity capital.
C) venture capital.
D) crowdfunding.

E) All of the above
F) C) and D)

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Sierra is a holder of preferred stock in Rio Grande Irrigation & Development Corporation. Sierra has priority over holders of Rio common stock as to


A) nothing.
B) payments of dividends.
C) the date on which Rio must repurchase the shares.
D) upward changes in the market price of the shares.

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

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Brandi is a shareholder of Cloud Servers & Routers Inc.. Brandi will be deemed to have a fiduciary duty to Cloud and its minority shareholders if she has a sufficient number of shares to


A) assert the business judgment rule.
B) bring a shareholder's derivative suit.
C) exercise de facto control.
D) participate in a cumulative vote.

E) B) and D)
F) A) and D)

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David wants to go into business as Explosive Bursts to make and market fireworks. When deciding which form of business organization would be most appropriate, David would normally take into account all of the following except


A) the liability of the owners.
B) the forms of competitors' business organizations.
C) tax considerations.
D) the need for capital.Fact Pattern 20-1 Ray is a shareholder of Small Biz Company (SBC) .When the directors fail to undertake an action to redress a wrong suffered by SBC, Ray files a suit on the firm's behalf.

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

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Deepwater Dredging Company holds itself out to others as being a corporation but makes no attempt to incorporate. Estuary Marina signs a contract with Deepwater and Deepwater fails to perform. Estuary Marina files a suit against the firm. The court will likely hold that Deepwater is


A) a corporation by estoppel.
B) an alien corporation.
C) an S corporation.
D) a close corporation.

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

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Smoke & Mirrors Inc. can be compelled to dissolve by


A) any of the choices.
B) its competitors.
C) dissatisfied clients and customers.
D) a court order.

E) C) and D)
F) A) and B)

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