Exam 37: Corporate Governance and the Sarbanes-Oxley Act

The Sarbanes-Oxley Act requires the chief executive officer (CEO)and chief financial officer (CFO)to certify annual and quarterly reports.

A member of the board of directors who is also an officer of the corporation is known as a(n)________.

Self-dealing is when shareholders use their position to deprive the board of directors of personal monetary gain.

According to the Sarbanes-Oxley Act,members of the audit committee must be members of the board of directors.

The president of a corporation is an example of a corporate officer.

Inkilwas Corporation has 30,000 outstanding shares.A shareholders' meeting is duly called to amend the articles of incorporation,and 17,501 shares are represented at the meeting.According to the Revised Model Business Corporations Act (RMBCA),what is the minimum number of outstanding shares that must be represented in this case to have a quorum?

Which of the following would be seen as a breach of the duty of loyalty by a corporate officer?

A director or corporate officer who usurps a corporate opportunity would be in violation of the director's fiduciary duty called ________.

A ________ is a date specified in corporate bylaws that determines whether a shareholder may vote at a shareholders' meeting.

If a fraud is committed by a member of the board of directors of a corporation,a written notice to the corporation from individual shareholders is not required to bring a derivative lawsuit.

The piercing the corporate veil doctrine is also called the alter ego doctrine because it may be used when the corporation becomes the alter ego of the shareholder.

Describe the doctrine of piercing the corporate veil.

A director who personally competes with the corporation he or she is employed in is said to have breached the duty of obedience.