Exam 44: Shareholders Rights and Liabilities

After dissolution of a corporation and liquidation of its assets,proceeds of the sale of assets are distributed in the following order:

What is the term for when controlling shareholders pay themselves high salaries while not employing or not paying out dividends to noncontrolling shareholders?

When a majority of the directors of a corporation are not independent and the shareholders bring a derivative action against the directors,the burden of proving that the Zapata test has been met lies on the:

________ voting allows a majority shareholder to elect the entire board of directors.

In the case in the text,United Techs.Corp.v.Treppel,the court held that:

The typical dissolution of a corporation requires approval of the:

Tracy is attending the annual general meeting of shareholders of Acor Corporation.Seven directors are going to be elected from twenty nominees during the meeting through cumulative voting.One thousand shares will be voted.What is the minimum number of shares that Tracy needs to have to be able to elect three directors?

In Dodge v.Ford Motor Co. ,the case in the text,why did the court order the payment of a dividend to common shareholders?

Only those shareholders who sign a shareholder voting agreement are bound by it.

If the board of directors refuses the shareholder's demand because it reasonably believes it would be improper to bring a lawsuit,the board of directors are protected:

In Zapata Corp.v.Maldonado,the case in the text,the court developed a rule that:

The person bringing a derivative suit does not need to:

According to the Model Nonprofit Corporation Act (MNCA),which of the following nonprofit corporations can abolish or limit the right of a member to inspect corporate records?

Under the Model Business Corporation Act (MBCA),notice of a(n)________ meeting of shareholders must list the purpose of the meeting.

A voting trust:

A proxy is appointed by the corporation to discuss corporate matters with the public.

Shareholders who hold at least ________ percent of the shares entitled to vote at the meeting may call a special meeting.

If a shareholder class action suit is unsuccessful and has no reasonable foundation,the court may order the suing shareholder to pay:

In Mitchell Partners,L.P.v.Irex Corp. ,the case in the text,the court ultimately remanded the case to determine:

Bev Stratton owns 100 shares of Maxom Company,which are traded on the New York Stock Exchange.Maxom's board of directors has approved a merger of Maxom with Vert Company.Bev believes the merger is economically unjustified and intends to seek her dissenters' right.What must Bev do to enforce her dissenters' right?