Chapter 9 Test

If a corporation incorporates in one state and does business in another, only the state in which it was incorporated can subject it to taxes and regulation.

False

Par value is the market price of a share of stock.

False

Preincorporation share subscriptions are permanently irrevocable.

False

An offer to purchase stock in a corporation before the corporation is formed is called an _____________ ______ ______.

Pre-incorporation share subscription

Those who plan the corporation and enter into agreements on its behalf before it is formed are called _________.

Promotors

A business may incorporate in any US jurisdiction.

True

A corporation may, if it wishes, grant preemptive rights in the document that creates a corporation.

True

Nearly all states require corporations to file an annual report with the Secretary of State.

True

Promotors are generally personally liable for their Preincorporation contracts.

True

Promotors remain liable for their Preincorporation contracts unless they are expressly released.

True

Some states have state corporation codes and statutes that are more flexible and permissive than others.

True

If the corporation's act is one that is not authorized or if a corporation exceeds its powers, it is often said that the act is _____ ______.

Ultra Vires

The first meeting held by a corporation is called _____ __________ _________.

the Organizational Meeting