Exam 39: B: Corporate Formation and Financing

Venture capital is capital provided to new business ventures by professional,outside investors.

Agents and employees of Apples Corporation and Oranges Corporation are convicted of conspiring to violate a fed?eral law that is punishable by a term of imprisonment and a fine.Can the corporations be held liable for these crimes? If so,how can they be punished?

Fact Pattern 39-1A Mountaintop Clearview Corporation authorizes Niles,its employee,to oversee its timber operation.In the course of his employment,Niles disposes of the operation's waste illegally.Orson is a Mountaintop shareholder. -Refer to Fact Pattern 39-1A.With respect to Mountaintop and Niles,liability for this crime most likely rests with

Firms are obligated to return a principal amount per share to each holder of common stock.

Suki is a registered agent for Trans-state Trucking,Inc.(TTI),which incorporated in Utah.As a registered agent,Suki

Skyla and Terry want to form and do business as Unique Boutique Corporation.Most statutes governing the formation and use of corporations are guided by

A corporation formed in another country but doing business in the United States is referred to in the United States as an alien corporation.

Eager Beaver Corporation fails to hold a meeting to adopt bylaws.Under this circumstance,Eager Beaver will still be treated as a legal corporation in those states that recognize the common law doctrine of

Stocks represent the borrowing of funds by firms.

Jim and Kiley are architects and members of J&K,P.C. ,a profes?sional corporation.Jim supervises Luc,an employee of the firm.As a member,Jim

To qualify as a professional corporation,Medical Clinic,P.C. ,

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

A court will not pierce the corporate veil of a corporation that is merely too "thinly" capitalized.

A corporation generally can engage in any act and enter into any contract available to a natural person.

Ivy and Justin want to form and do business as Kayak Adventures Corporation.A corporation can be owned by

Courts in some states will treat an alleged corporation as if it were an actual corporation for the purpose of determining the rights and liabilities in particular circumstances.

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

To pierce the corporate veil means to ignore the corporate structure,exposing the shareholders to personal liability.

Quixotic Company claims to be a corporation but it is not.Rachel signs a con?tract with Quixotic that is not performed.In Rachel's suit against Quixotic,a court will likely recognize the firm as

Sullivan and Taylor want to form a corporation to provide catering services.The first step in the incorporation procedure is to