Exam 40: Corporate Directors,officers, Shareholders

Luke is a director of Motor Parts Corporation.Luke makes decisions with respect to Motor Parts in good faith,in what Luke believes is the firm's best interest,and without violating any duties owed to it.If,despite these circumstances,Luke exercises poor business judgment,under the business judgment rule Luke is

Every shareholder is entitled to examine specified corporate records.

A director must make a full disclosure of any potential conflict of interest that might arise in any corporate transaction.

Shareholders are co-owners of the corporation.

Tank is a director and the majority shareholder of Unique New Investment Corporation (UNIC).Tank buys,for $1,500,an option to pur?chase a tract of real estate for $50,000.Tank forms Vista Property,Inc.,to hold the option.As the majority shareholder,and thus controlling di?rector,of UNIC,Tank orders the firm to authorize the pur?chase of the land from Vista Property for $500,000.Tank then has Vista Property buy the land,sell it to UNIC,and loan the money to UNIC for the purchase at a 10 percent interest rate.Wim,a minority shareholder in UNIC,com?plains to UNIC's board,which takes no action.Wim files a suit against Tank on UNIC's behalf.Will Wim prevail? Explain.

In some states,obtaining the unanimous written consent of sharehold?ers is a permissible alternative to holding a shareholders' meeting.

Dimitri is a director and shareholder of Equitable Corporation and of Four Square Products,Inc.A resolution comes before the Equitable board to compete with Four Square.What is Dimitri's responsibility?

Odell is a director of Price Rite,Inc.As a director,with respect to the corporation,Odell is

Directors have a right to participate in all board of directors' meetings.

Fiona owns one share of stock in GR8 Boards Corporation,as evidenced by a stock certificate.Fiona loses the certificate.Her ownership of the stock is

The ordinary rules of agency normally do not apply to the employment of corporate officers.

Bev is a shareholder of All-Terrain Vehicle Company.As a share?holder,Bev does not have

An inside director is a director who does not hold a management position in the corporation.

Heidi and Ian are directors and shareholders of Globe Software,Inc.Heidi's written authorization to Ian to vote Heidi's shares at a Globe shareholders' meeting is

Lon and Merry act as the incorporators for NuGame Corporation.After the first board of directors is chosen,subsequent directors are elected by a majority vote of NuGame's

When a third party harms a corporation,only the shareholders can bring a suit in the corporation's name against that party.

Thor Power Products Corporation permits the election of its directors by cumulative voting.This

Dividends can be paid in the stock of the corporation that is paying the dividends.

Committees of the board of directors focus on individual subjects.

Frida,Gayla,and Hart occupy the positions of director on the board of Integral Components Corporation.With respect to these directors,a quorum is the minimum number