Exam 38: Corporationsformation and Financing

Fact Pattern 38-1B Standard Company and Typical Corporation form United, Inc., a close corporation, and agree to restrict the transfer of its stock to anyone else. SC sells its physical assets, but not its United stock, to Variety, Inc. TC files a suit against SC. -Refer to Fact Pattern 38-1B. Under the reasoning of the court in Case 38.2, Salt Lake Tribune Publishing Co. v. AT&T Corp., SC's sale of its assets

Mari buys 500 shares of common stock in National Livestock Traders, Inc. As a shareholder of record, Mari owns a proportionate interest in terms of

Stable Hydraulics Corporation's articles list an incorrect address for its incorporator. Under this circumstance, Stable is most likely

Micro Chips, Inc., is incorporated in the state of New Jersey and is doing busi?ness in the state of New York. In New York, it is properly referred to as

Boutique Corporation would like to change its corporate status to avoid in?come taxes at the corporate level. To qualify, the shareholders must not be

Dag and Elke are holders of common stock in Fragrances, Inc. (FI). Like other holders of common stock, they have a residual position in the overall financial structure of FI, because they

The abbreviation "P.A." in the name "Painless Dental, P.A." means that this organization is

Like the bylaws of other corporations, the bylaws of Retail Sales, Inc.,

Pola and Quint want to form and do business as River Tours Corporation. A corporation can consist of

Hailey and Ike hold the first organizational meeting of Java Kiosk Corporation. Probably the most important function of this meeting is

Express powers of a corporation can be found in the resolutions of its board of directors.

Any person who buys preferred stock has priority over a holder of common stock to payment on the corporation's dissolution.

Start-Up Corporation substantially complies with all conditions prece?dent to incorpo?ration. Start-Up has

Because preferred stock is not equity, it is included among the liabilities of a business.

Raw Resources Corporation authorizes Stefan, its employee, to oversee its mining operation. In the course of this employment, Stefan disposes of the mine's waste illegally. Liability for this crime most likely rests with

Motor Parts Maker, Inc. (MPM), is a corporation. Norm is an MPM offi?cer. In a criminal case, Fifth Amendment rights belong to

A foreign corporation is a corporation formed in another country.

The choice of a corporate name is subject to state approval.

Diamond Construction Corporation claims to be a corporation, but it is not. Everett signs a contract with Diamond that it does not perform. Everett files a suit against Diamond. The court will likely hold that Diamond is

A corporate charter can state generally that the corporation is organized to conduct "any legal business."