Exam 33: Nature, Formation, and Powers

A nonprofit corporation may make a profit, but it may not be distributed to members, directors, or officers.

The business corporation is a key institution not only in the American economy but also in the world power structure.

Under the RMBCA, a pre-incorporation subscription may be revoked at any time without the consent of the subscribers.

The president of Hi-Glow Cosmetics sends his top chemist to Hi-Glow's competitor's labs to steal its formula for shiny lipstick. The chemist gets caught and is sent to jail. Can Hi-Glow be found to be criminally liable?

An offer to purchase capital stock in a corporation yet to be formed is made by a(n):

Which of the following is untrue regarding closely held corporations?

If a foreign corporation wishes to avoid transacting business in Arkansas, it would be careful NOT to do which of the following in Arkansas?

If an act is ultra vires, it is beyond the legal authority of the corporation.

A corporation owned by one person is treated under the law as that person.

Which of the following names would NOT be permitted under most general incorporation statutes?

A suit may be brought by the state to challenge the existence of a de facto corporation in a quo warranto action.

Under the RMBCA, a corporation can act as an incorporator of another corporation.

A publicly held corporation is one that is both (a) owned by at least 50 shareholders and (b) required to register under the Federal Securities and Exchange Act of 1934.

Answer the following: a. What powers does a corporation normally possess? b. What is the doctrine of ultra vires? What is the effect of an ultra vires contract? A corporation possesses only the powers that the state confers on it. Typical general powers granted by incorporation statutes include the following: (1) perpetual succession; (2) to sue and be sued in its corporate name; (3) to have a corporate seal; (4) to make and amend bylaws; (5) to acquire and dispose of property; (6) to own, vote, and dispose of shares in other entities; (7) to make

In the absence of contractual restrictions, shares in a corporation may be transferred by sale, gift, or pledge.

Which of the following is untrue regarding professional corporations?

What is the definition of a Subchapter S Corporation?

Under the RMBCA, the articles of incorporation must include all EXCEPT which one of the following?

Whether a corporation is a de facto corporation may be challenged by:

The majority of courts view a stock subscription as merely an offer that cannot be accepted until: