Question 1

If Calvin and Daniella cannot reach an agreement with the corporation,how is the value of their shares determined?

Accepted Answer

A)  By vote of the Board of Directors of GamePower.
B)  By vote of the shareholders of GamePower.
C)  The Secretary of State of the state where GamePower is incorporated will intervene to determine the shares' value.
D)  A court may intervene to establish the shares' value.
E)  The FCC is required to establish the shares' value.F) B) and C)
G) B) and E)

Question 2

Which of the following is true of Janelle's plan to continue with disbanding the corporation over Ahmed's objection?

Accepted Answer

A)  She could proceed with her plan.
B)  It is unknown if she could proceed with her plan because Ahmed's agreement was essential if he owned more than 10% of the company's shares.
C)  She could not continue with her plan because unanimous approval of shareholders was required.
D)  It is unknown if she could proceed with her plan because Ahmed's agreement was essential if he owned more than 30% of the company's shares.
E)  It is unknown if she could proceed with her plan because Ahmed's agreement was essential if he owned more than 20% of the company's shares.F) A) and E)
G) A) and D)

Question 3

[Cheeseland Purchase] Cheeseland,Inc. ,manufactures processed cheese products.BigCheese,Inc. ,seeks to purchase Cheeseland's well-known trademarks and logos,and its factory and equipment.The Board of Directors of both companies vote in favor of the deal.Alba is a 15% shareholder of Cheeseland.Her grandfather started the business many years ago and she does not want the company to sell off its endearing trademark and the factory her grandfather built.She visits Myron,an attorney,and Myron tells her that the Board's vote is legitimate to finalize the deal with BigCheese and the best she can do is take the money.Cyril is a shareholder in BigCheese,and his grandfather was cheated fifty years ago by Alba's grandfather and he doesn't want BigCheese to be responsible for Cheeseland's enormous liabilities.Cyril threatens to take BigCheese to court because he claims shareholder approval is required to purchase Cheeseland.
-What type of transaction is the deal contemplated by BigCheese and Cheeseland?

Accepted Answer

A)  Consolidation.
B)  Merger.
C)  Purchase of stock.
D)  Purchase of assets.
E)  Hostile Takeover.F) A) and B)
G) C) and E)

Question 4

Ana is the president of PJL Corporation.In November,her assistant Damon tells her that B2B Corporation is planning a tender offer and that it has presented an offer to shareholders.Ana tells him that they should keep information regarding PJL Corporation as quiet as possible until the end of the year because she does not want shareholders to find out any negative information regarding PJL Corporation's poor performance in the last few months.Which of the following is true regarding Ana's plan?

Accepted Answer

A)  It is a bad plan because Ana must at least inform the shareholders that she is withholding information until the end of the year.
B)  It is a good plan only if an S Corporation is involved;otherwise,Ana has a duty to reveal all pertinent facts to shareholders.
C)  It is a good plan only if the corporation is new,meaning that it has been incorporated under one year;otherwise,Ana has a duty to reveal all pertinent facts to shareholders.
D)  It is a good plan only if a close corporation is involved;otherwise,Ana has a duty to reveal all pertinent facts to shareholders.
E)  It is a bad plan because once an aggressor has presented its offer to the target corporation's shareholders,the target corporation's board of directors must inform shareholders of all facts pertinent to voting.F) B) and D)
G) All of the above

Question 5

Which of the following describes a plan set up by ABC Company whereby its other shareholders may purchase shares of ABC stock at a significantly reduced price if any individual or entity obtains a majority of ABC Company's stock?

Accepted Answer

A)  Protection method
B)  Beachhead defense
C)  Exchange offer
D)  Chose in action
E)  Poison pillF) A) and D)
G) B) and C)

Question 6

Shareholder approval is not required for consolidation.

Accepted Answer

A) True 
 B)False

Question 7

Is Cyril correct that BigCheese needs shareholder approval for the deal with Cheeseland?

Accepted Answer

A)  Yes,because it is a hostile takeover.
B)  Yes,acquiring corporations always need the approval of the shareholders.
C)  No,acquiring corporations never need the approval of the shareholders.
D)  Yes,but only if Cyril owns at least 20% of BigCheese's stock.
E)  No,unless the asset purchase changes the legal status of BigCheese.F) C) and D)
G) D) and E)

Question 8

Which of the following is false regarding merger control in France?

Accepted Answer

A)  If it is determined that a proposed merger exceeds a reasonable concentration of power,the minister for the economy can alter the merger's value.
B)  If it is determined that a proposed merger exceeds a reasonable concentration of power,the minister for the economy can enjoin the companies from completing the merger.
C)  The goal of merger control statutes in France is to discourage mergers.
D)  The French government,specifically the minister for the economy,uses the Commission for Competition as a resource when determining whether a proposed merger will benefit the French economy or whether the resulting concentration of power will decrease competition.
E)  If it is determined that a proposed merger exceeds a reasonable concentration of power,the minister for the economy can make provisions to ensure higher degrees of competition in the market.F) A) and C)
G) All of the above

Question 9

Which of the following is false regarding involuntary liquidation?

Accepted Answer

A)  The secretary of state can compel involuntary dissolution if the corporation failed to pay taxes within 60 days of the due date.
B)  The state may initiate dissolution procedures.
C)  The secretary of state can compel involuntary dissolution if the corporation did not have a registered agent or office in the state for 60 days or more.
D)  The secretary of state can compel involuntary dissolution of the corporation if the corporation's duration as specified in its articles of incorporation has expired.
E)  Individual shareholders may not petition the state to order dissolution.F) C) and D)
G) A) and B)

Question 10

Which of the following statements is true about procedures for appraisal rights of dissenting shareholders?

Accepted Answer

A)  Depending on the jurisdiction,dissenting shareholders may be stripped of their rights,including the right to vote.
B)  Dissenting shareholders need only express their dissent,the procedures do not need to be strictly followed.
C)  Shareholders who lose their legal status also lose their right to sue.
D)  The procedures governing appraisal rights are minimal.
E)  The legal status of dissenting shareholders never changes.F) B) and D)
G) A) and B)

Question 11

Which of the following is true regarding the type of intangible item that may constitute an asset?

Accepted Answer

A)  Goodwill,a company name,and a company logo all constitute types of intangible items that may constitute assets.
B)  Goodwill and a company name are types of intangible items that may constitute assets,but a company logo is not.
C)  A company name and a company logo are types of intangible items that may constitute assets,but goodwill is not.
D)  A company name is a type of intangible item that may constitute an asset,but goodwill and a company logo are not.
E)  Goodwill is a type of intangible item that may constitute an asset,but a company name and a company logo are not.F) C) and D)
G) B) and C)

Question 12

What steps must a target corporation take once an aggressor has presented its offer to the target corporation's shareholders?

Accepted Answer

Once an aggressor has presented its offe...

Question 13

In response to Jude and Rostan's plan,can the corporation issue statements to its shareholders to educate them on the disadvantages of a takeover?

Accepted Answer

A)  No,unless the statement also educates shareholders on the advantages of a takeover.
B)  Yes,as long as corporate funds are not used and the statement also educates shareholders on the advantages of a takeover.
C)  Yes,and corporate funds may be used for this purpose.
D)  No,a corporation is prohibited from making these types of statements during a takeover.
E)  Yes,as long as corporate funds are not used.F) A) and D)
G) All of the above

Question 14

Which of the following is generally false when a consolidation occurs?

Accepted Answer

A)  The consolidated entity obtains the original corporations' assets.
B)  The consolidated entity takes on the rights of the original companies.
C)  The new corporation has independent legal status.
D)  The consolidated entity assumes the debts of the original corporations.
E)  The original corporations continue to exist legally.F) C) and D)
G) A) and D)

Question 15

When merger or consolidation is at issue,some states deny the right to vote and receive dividends to dissenting shareholders who exercise their appraisal rights.

Accepted Answer

A) True 
 B)False

Question 16

In a merger situation,which of the following is a term for the corporation that does not continue to exist?

Accepted Answer

A)  The removed corporation
B)  The deceased corporation
C)  The declined corporation
D)  The concealed corporation
E)  The absorbed corporationF) B) and E)
G) B) and D)

Question 17

In a short-form merger,the parent corporation must own at least percent of the outstanding shares of each class of the subsidiary's stock.

Accepted Answer

A)  75
B)  30
C)  90
D)  40
E)  50F) All of the above
G) A) and D)

Question 18

By offering to give shareholders in Grassroots Corporation stock in Grow True Corporation in return for shares of stock in Grassroots Corporation,Grow True Corporation made a[n] ________.

Accepted Answer

A)  Illegal offer
B)  Stock tender offer
C)  Hostile offer
D)  Exchange offer
E)  Control tender offerF) B) and E)
G) B) and C)

Question 19

When an aggressor gradually accumulates the target company's shares,it is called:

Accepted Answer

A)  Timed acquisition
B)  Controlled acquisition
C)  Pirate acquisition
D)  Beachhead acquisition
E)  Gradual acquisitionF) C) and D)
G) B) and C)

Question 20

GC Corporation received a notice from the secretary of state that it was being involuntarily dissolved.Which of the following could be a reason for the involuntary dissolution?

Accepted Answer

A)  GS fired its registered agent and did not have a registered agent for over thirty days.
B)  GS submitted its annual report thirty days after its due date.
C)  GS submitted its annual report forty-five days after its due date.
D)  GS paid its taxes more than sixty days after the due date.
E)  GS failed to pay taxes within forty-five days after its due date.F) A) and E)
G) None of the above

Exam 40: Corporations: Mergers, consolidations, terminations

Shareholder approval is not required for consolidation.

Correct Answer
verified

By offering to give shareholders in Grassroots Corporation stock in Grow True Corporation in return for shares of stock in Grassroots Corporation,Grow True Corporation made a[n] ________.

Correct Answer
verified

If Calvin and Daniella cannot reach an agreement with the corporation,how is the value of their shares determined?

Correct Answer
verified

Which of the following is false regarding merger control in France?

Correct Answer
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What steps must a target corporation take once an aggressor has presented its offer to the target corporation's shareholders?

Correct Answer
verified
Once an aggressor has presented its offe...
View Answer

GC Corporation received a notice from the secretary of state that it was being involuntarily dissolved.Which of the following could be a reason for the involuntary dissolution?

Correct Answer
verified

In a merger situation,which of the following is a term for the corporation that does not continue to exist?

Correct Answer
verified

Which of the following statements is true about procedures for appraisal rights of dissenting shareholders?

Correct Answer
verified

In response to Jude and Rostan's plan,can the corporation issue statements to its shareholders to educate them on the disadvantages of a takeover?

Correct Answer
verified

In a short-form merger,the parent corporation must own at least percent of the outstanding shares of each class of the subsidiary's stock.

Correct Answer
verified

When merger or consolidation is at issue,some states deny the right to vote and receive dividends to dissenting shareholders who exercise their appraisal rights.

Correct Answer
verified

Correct Answer
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When an aggressor gradually accumulates the target company's shares,it is called:

Correct Answer
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Which of the following describes a plan set up by ABC Company whereby its other shareholders may purchase shares of ABC stock at a significantly reduced price if any individual or entity obtains a majority of ABC Company's stock?

Correct Answer
verified

Which of the following is generally false when a consolidation occurs?

Correct Answer
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Which of the following is true of Janelle's plan to continue with disbanding the corporation over Ahmed's objection?

Correct Answer
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Which of the following is true regarding the type of intangible item that may constitute an asset?

Correct Answer
verified

Is Cyril correct that BigCheese needs shareholder approval for the deal with Cheeseland?

Correct Answer
verified

Which of the following is false regarding involuntary liquidation?

Correct Answer
verified

Correct Answer
verified

Exam 40: Corporations: Mergers, consolidations, terminations

Shareholder approval is not required for consolidation.

Correct AnswerverifiedShow Answer

By offering to give shareholders in Grassroots Corporation stock in Grow True Corporation in return for shares of stock in Grassroots Corporation,Grow True Corporation made a[n] ________.

Correct AnswerverifiedShow Answer

If Calvin and Daniella cannot reach an agreement with the corporation,how is the value of their shares determined?

Correct AnswerverifiedShow Answer

Which of the following is false regarding merger control in France?

Correct AnswerverifiedShow Answer

What steps must a target corporation take once an aggressor has presented its offer to the target corporation's shareholders?

Correct AnswerverifiedOnce an aggressor has presented its offe...View AnswerShow Answer

GC Corporation received a notice from the secretary of state that it was being involuntarily dissolved.Which of the following could be a reason for the involuntary dissolution?

Correct AnswerverifiedShow Answer

In a merger situation,which of the following is a term for the corporation that does not continue to exist?

Correct AnswerverifiedShow Answer

Which of the following statements is true about procedures for appraisal rights of dissenting shareholders?

Correct AnswerverifiedShow Answer

In response to Jude and Rostan's plan,can the corporation issue statements to its shareholders to educate them on the disadvantages of a takeover?

Correct AnswerverifiedShow Answer

In a short-form merger,the parent corporation must own at least percent of the outstanding shares of each class of the subsidiary's stock.

Correct AnswerverifiedShow Answer

When merger or consolidation is at issue,some states deny the right to vote and receive dividends to dissenting shareholders who exercise their appraisal rights.

Correct AnswerverifiedShow Answer

Correct AnswerverifiedShow Answer

When an aggressor gradually accumulates the target company's shares,it is called:

Correct AnswerverifiedShow Answer

Which of the following describes a plan set up by ABC Company whereby its other shareholders may purchase shares of ABC stock at a significantly reduced price if any individual or entity obtains a majority of ABC Company's stock?

Correct AnswerverifiedShow Answer

Which of the following is generally false when a consolidation occurs?

Correct AnswerverifiedShow Answer

Which of the following is true of Janelle's plan to continue with disbanding the corporation over Ahmed's objection?

Correct AnswerverifiedShow Answer

Which of the following is true regarding the type of intangible item that may constitute an asset?

Correct AnswerverifiedShow Answer

Is Cyril correct that BigCheese needs shareholder approval for the deal with Cheeseland?

Correct AnswerverifiedShow Answer

Which of the following is false regarding involuntary liquidation?

Correct AnswerverifiedShow Answer

Correct AnswerverifiedShow Answer

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Once an aggressor has presented its offe...
View Answer

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