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18 Cards in this Set

  • Front
  • Back
at annual and special meetings of corporations shareholders may vote their shares or delegate their votes in a variety of ways. T/F
True
the most common method of delegating voting authority is the ----------
proxy
shareholders transfer their right to vote to someone else.
proxy
a proxy is only good for
11 months
a contract among shareholders to vote their shares a certain way or for a certain director.
pooling agreement
shareholders actually turn their shares over to a trustee and are the issued a trust certificate
voting trust
what are the three main ways a share holder can vote at annual and special meetings for a corporation?
the proxy, pooling agreements, voting trust.
------------ Have Right to Vote on Mergers, Consolidations, and Sale of All Assets, Not on Acquisition
shareholders
Board of Directors adopts resolution in favor of combination or sale
Resolution with notice of meeting sent to all shareholders
Shareholders vote on resolution at meeting
procedure for all mergers, consolidations, and sales of assets.
Shareholders not voting in favor of the combination can force corporation to purchase their shares for cash – called appraisal rights
dissenting shareholders
Corporation May Use --------- to Defeat Dissenters’ Rights
Freeze-Out
Shareholders Have Access to -------- and ----------
books and records
a shareholder has a legitimate interest in reviewing corporate progress, financial status, and fiduciary responsibilities
proper purpose
Generally Share in a Corporation are Freely Transferable; However Sometimes Transfers are Restricted
T/F
True
Must be noted or referenced on stock certificates
Must serve a necessary purpose
Must be reasonable
requirements for transfer restrictions for shareholders to transfer shares.
a corporation can be dissolved --------- or ----------
voluntarily, or involuntarily
occurs when shareholders agree to dissolve the corporation. occurs in smaller corporations when shareholders no longer get along, the business does not do well, or one of the shareholders is ill or dies.
voluntary dissolution
a dissolution of a corporation that is forced by some state agency, usually the state level attorney's office.
involuntary dissolution