Exam 12: Corporations

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Contrast the obligations and duties of directors and shareholders of a corporation.

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What does it mean to be a broadly held corporation?

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Shareholders in a closely held corporation can control the rights and responsibilities they have to each other by a shareholders' agreement.

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There is one common method of creating corporations used across Canada.

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A real estate agent,by virtue of her fiduciary duty to her principal,is not allowed to buy the property being sold by her principal without full disclosure to and consent from her principal.The real estate agent does not want to disclose that she is the buyer of the property,so she forms a corporation and takes an offer to her principal from the corporation.Based on these facts,which of the following is true if the principal finds out the corporation/buyer is owned by the real estate agent and objects to the contract?

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Owning shares gives the shareholder control of the corporation but no rights to the assets of the corporation upon dissolution.

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Explain the significance of a personal guarantee.

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Explain the significance of the determination that a corporation is a broadly held corporation as opposed to a closely held corporation.

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Where a corporation is not able to pay the debts it owes,the creditors can turn to the shareholders for payment.

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A broadly held corporation has fewer restrictions on it than a closely held corporation.

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Which of the following is a fiduciary relationship?

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What is a preferred share?

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If dividends are not paid,preferred shares usually convert to voting shares.

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In jurisdictions in which the registration system of incorporation is used,what are the rules governing the internal regulations of a company called?

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The corporation typically makes a debt commitment to a ___________,who then issues shares in the indebtedness to individual bondholders.

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Distinguish between selling the assets of a corporation and selling its shares.

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Explain the nature of the director's duties to the corporation.

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A securities commission is

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A share refers to a share interest in the indebtedness of a corporation,often used synonymously with debenture.

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Indicate three advantages to incorporation.

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