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​Sean is the incorporator of Twisty's Pretzels Corporation. Ross is a shareholder, Phyllis is a director, and Velma is an officer. The day-to-day operations of Twisty's are overseen by


A) ​Velma.
B) ​Ross.
C) ​Sean.
D) ​Phyllis.

E) A) and D)
F) All of the above

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EZ Hauling holds itself out to customers as being a corporation but makes no attempt to incorporate. In this circumstance, EZ Hauling is most likely


A) ​a corporation by estoppel.
B) ​a de facto corporation.
C) ​a de jure corporation.
D) ​a benefit corporation.

E) C) and D)
F) B) and C)

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Wings2Go Corporation fails to hold an organizational meeting. In this circumstance, Wings2Go is most likely


A) ​a corporation by estoppel.
B) ​a de facto corporation.
C) ​a de jure corporation.
D) ​ultra vires.

E) All of the above
F) A) and C)

Correct Answer

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Sierra is a holder of preferred stock in Rio Grande Irrigation, Inc. Sierra has priority over holders of Rio common stock as to


A) ​nothing.
B) ​payments of dividends.
C) ​the date on which Rio must repurchase the shares.
D) ​upward changes in the market price of the shares.

E) C) and D)
F) None of the above

Correct Answer

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A corporation whose shares are held by relatively few persons is a close corporation.

A) True
B) False

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Hollywood Lights, Inc. substantially complies with all conditions precedent to incorporation. Hollywood is most likely


A) ​a corporation by estoppel.
B) ​a de facto corporation.
C) ​a de jure corporation.
D) ​a benefit corporation.

E) A) and B)
F) None of the above

Correct Answer

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If a corporation has S corporation status, it must pay income taxes at the corporate level.

A) True
B) False

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To pierce the corporate veil means to reveal the identity of its true owner.

A) True
B) False

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The U.S. Postal Service is a public corporation.

A) True
B) False

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Blair and Chanel are holders of common stock in Discount Retail Stores, Inc. Like other holders of common stock, they have a residual position in the overall financial structure of Discount Retail, because they


A) ​are guaranteed to receive more than the amount of their investment.
B) ​are the last to receive returns for their investment.
C) ​have priority to the firm's assets if it becomes insolvent.
D) ​reside in the state of the firm's incorporation.

E) A) and D)
F) All of the above

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Preferred stock is an equity security with preferences.

A) True
B) False

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Agents and employees of Deco Arts Corporation and Echo Imitations Inc. are convicted of conspiring to violate a federal 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?

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Yes, the corporations can be held liable...

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