BUAD 382 Final Review

1. _____Bond

   1. A certificate that evidences a corporate debt.

   2. A certificate that evidences the debt of a sole proprietor.

   3. An accountant qualified to perform audits.

   4. The market price for a good.

2. _____Articles of Incorporation

   1. The document filed with the appropriate governmental agency when a business is incorporated.

   2. The document filed with the local judicial courts when a business is incorporated.

   3. The document filed with the state judicial courts when a business is incorporated.

   4. The document filed with the federal judicial courts when a business is incorporated.

3. ______Bylaws

   1. A set of governing rules imposed by a governmental agency upon a corporation or other

      association.

   2. A set of governing rules imposed upon by a corporation or other association.

   3. A set of governing rules adopted by a governmental agency.

   4. A set of governing rules adopted by a corporation or other association.

4. _____Common stock

   1. Shares of ownership in a corporation that gives the owner of the stock a proportionate interest in

      the corporation with regard to control, earnings, and net assets.

   2. Classes of stock that have priority over preferred stock as to payment of dividends and distribution

      of assets on the corporation’s dissolution.

   3. Shares of ownership in an LLC that gives the owner of the stock a proportionate interest in the

      corporation with regard to control, earnings, and net assets.

   4. Shares of ownership in a non-profit that gives the owner of the stock a proportionate interest in the

      corporation with regard to control, earnings, and net assets.

5. _____Dividend

   1. An investment by corporate shareholders of a corporation.

   2. A distribution to corporate shareholders of corporate profits or income.

   3. A distribution to members of an LLC of company profits or income.

   4. A distribution to corporate shareholders of corporate debt.

6. _____Shareholders

   1. One who purchases shares of a corporation’s stock, thus acquiring an equity interest in the LLC.

   2. One who purchases shares of a LLC, thus acquiring an equity interest in the LLC.

   3. One who purchases shares of a corporation’s stock, thus acquiring an equity interest in the

      corporation.

   4. One who sells shares of a partnership’s stock, thus acquiring an equity interest in the LLC.

1. _____Publicly held corporation

   1. A corporation for which shares of stock have been sold to the public.

   2. A limited liability company for which shares of stock have been sold to the public.

   3. A corporation for which shares of stock have been sold to private parties.

   4. A corporation for which shares of stock are not available to the public.

2. _____Retained earnings

   1. The portion of a corporation’s profits that has been paid out as dividends to shareholders.

   2. The portion of a corporation’s profits that has not been paid out as dividends to shareholders.

   3. A corporation for which shares of stock are not available to the public.

   4. The portion of a corporation’s profits that has not been paid out as debt to creditors.

3. _____Business Judgment Rule

   1. A rule that immunizes corporate management from liability for actions that result in corporate

      losses or damages if the actions are undertaken in good faith and are within both the power of the

      corporation and the authority of management to make.

   2. A person on the board of directors who is also an officer of the corporation.

   3. A distribution to members of an LLC of company profits or income.

   4. A distribution to corporate shareholders of corporate debt.

4. _____Inside Director

   1. A person on the board of directors who is also an officer of the corporation.

   2. Classes of stock that have priority over common stock as to payment of debt.

   3. A person on the board of directors who does not hold a management position at the corporation.

   4. In corporation law, a written agreement between a stockholder and another under which the

      stockholder authorizes the other to vote the stockholder’s shares in a certain manner.

5. _____Outside Director

   1. A person on the board of directors who does not hold a management position at the corporation.

   2. A person on the board of directors who is also an officer of the corporation.

   3. An accountant qualified to perform audits.

   4. The market price for a good.

6. _____Proxy

   1. The document filed with the local judicial courts when a business is incorporated.

   2. The document filed with the state judicial courts when a business is incorporated.

   3. The document filed with the federal judicial courts when a business is incorporated.

   4. In corporation law, a written agreement between a stockholder and another under which the

      stockholder authorizes the other to vote the stockholder’s shares in a certain manner.

7. _____Quorum

   1. In corporation law, a written agreement between a stockholder and another under which the

      stockholder authorizes the other to vote the stockholder’s shares in a certain manner.

   2. The number of members of a decision making body that must be present before business may be

      transacted.

   3. A limited liability company for which shares of stock have been sold to the public.

   4. A corporation for which shares of stock are not available to the public.

8. _____Shareholder’s derivative suit

1. In corporation law, a written agreement between a stockholder and another under which the stockholder authorizes the other to vote the stockholder’s shares in a certain manner.

2. The number of members of a decision making body that must be present before business may be transacted.

3. A limited liability company for which shares of stock have been sold to the public.

4. A suit brought by a shareholder to enforce a corporate cause of action against a third person.

15. _____Stock certificate

1. Shares of stock issued by a corporation for which the corporation receives, as payment, less than

   the fair market value of the shares.

2. One who purchases shares of a corporation’s stock, thus acquiring an equity interest in the

   corporation.

3. A certificate issued by a corporation evidencing the ownership of a specified number of shares in

   the corporation.

4. One who sells shares of a partnership’s stock, thus acquiring an equity interest in the LLC.

1. Kwaku, an accountant, prepares a financial statement for Excel Company, a client, knowing that Excel will use the statement to obtain a loan from First National Bank. Kwaku makes negligent omissions in the statement results in a loss to the bank. Can the bank successfully sue Kwaku? Why or why not?

2. Mickey Corporation and Mantle Company combine and a new organization, MM, Inc., take their place. What is the term for this type of combination?

3. Peppertree, Inc., hired Robert Tido, a licensed contractor, to repair a condominium complex that was damaged in an earthquake. Tido completes the work, but Peppertree fails to pay. Tito is awarded $181,000 in an arbitration proceeding. Peppertree then forms another corporation and transfers all of its assets to the new corporation without notifying Tito. Can Tito hold Peppertree’s shareholders personally liable for the debt? Why or why not?

1. Kids International Corp. produced children’s wear for Target and other retailers. Marquita Jackson was a Kids director and its chief executive officer. Because she felt that she was not paid enough for the company’s success, shestartedSuccessAppareltocompetewithKids. SuccessoperatedoutofKids’premises,useditsemployees, borrowed on its credit, took advantage of its. Business opportunities, and capitalized on its customer relationships. As an administrative fee,” Marquita paid Kids 1 percent of Success’s total sales. Did Marquita breach any fiduciary duties?

2. Accountants must adhere to certain principles and certain standards. Name them.

3. A buyer is in the market when it is ___________, __________, and _____________ to purchase.

4. True or False? In a corporation, the shareholders select the CEO.

5. One can acquire a company by purchasing the company’s ___________ or its ____________.

6. What are the three relationships in business?

7. Board of Directors has rights. What are they?

8. Board of Director has duties. What are they?

9. What is the difference between a merger and consolidation?

10. What Is a short form merger?

11. Name, and explain, two differences that a company may use to prevent a takeover from another company.