LES 305 Exam 3 sets
Carter is a brand representative at an exclusive shopping store that requires male brand representatives to have long hair. After a 90-day evaluation with his boss, it is clear that Carter has refused to stop cutting his hair in accordance with the standards. He is fired on the spot. Which of the following is true? -Carter has no claim under Title VII because of the protected class requirement. -Carter has no claim under Title VII because he is an exempt employee. -Carter has a claim under the
Carter has no claim under Title VII because of the protected class requirement.
The _______ is a federal statute that contains an anti-retaliation provision that protects employees who disclose that their firm has committed fraud in dealing with contracts with the federal government. Multiple choice question. -Federal Whistleblower Act -Employment-at-Will Act -False Claims Act -Tort Claims Act
False Claims Act
An employment-at-will relationship may be converted to a(n) ________ contract relationship if the employer acted in a manner that would lead a reasonable person to believe that the employer intended to offer an employee protection from termination without cause. Multiple choice question. -implied -false claim -good faith -customary use
implied
Evan wishes to start an LLC that will do business in Florida, Vermont and Alaska. In which state(s) must he file the articles of organization? Multiple Choice -In none of the states as an LLC has no filing requirements for start-up. -In the states where the business earns at least 15 percent of its profit. -All three states -Only one of the three states
Only one of the three states
Upon approval by a(n) _______ the SOX Act allows the SEC to force any extraordinary corporate payouts into a government-controlled _______ that is held pending further investigation by authorities. Multiple choice question. -federal court, victim's recovery fund -SEC official, emergency escrow fund -SEC official, victim's recovery fund -federal court, emergency escrow fund
federal court, emergency escrow fund
A corporation formed outside the United States that transacts business in the United States is known as a(n) _______. Multiple choice question. -friendly corporation -foreign corporation -alien corporation -domestic corporation
alien corporation
State licensing statutes and regulations compel workers to __________ in order to legally work in a licensed profession. Multiple Choice -pass an exam -All of the choices are correct. -pay a fee -complete a training program
all of the choices are correct
The Sarbanes-Oxley Act was intended to impose stricter regulation and controls on how corporations do business through regulation of: Multiple Choice -financial reporting -internal corporate governance -All of the choices are correct. -auditing
all of the choices are correct
Through the Dodd-Frank Wall Street Reform and Consumer Protection Act, also known simply as Dodd-Frank, Congress imposed tighter restrictions on: Multiple Choice -conduct of firms engaging in risky investment transactions -public corporations -All of the choices are correct. -financial markets
all of the choices are correct
Under the term employment discrimination, what is/are considered workplace-related discrimination? Multiple Choice -treatment of employees and their work schedules -the hiring process -All of the choices are correct. -disciplinary action
all of the choices are correct
What may be considered violations of Title VII: Multiple Choice -requests for sexual favors -verbal or physical conduct of a sexual nature -unwelcome sexual advances -All of the choices are correct.
all of the choices are correct Explanation: Unwelcome sexual advances, requests for sexual favors, and other verbal or physical conduct of a sexual nature are considered violations of Title VII.
Under the term employment discrimination, what is/are considered workplace-related discrimination? Multiple Choice -treatment of employees and their work schedules -the hiring process -disciplinary action -All of the choices are correct.
all of the choices are correct Explanation: The term employment discrimination has a broad-based definition encompassing workplace-related discrimination that includes (1) the hiring process; (2) treatment of employees in terms of promotions and demotions, work schedules, working conditions, or assignments; and (3) disciplinary action such as reprimands, suspension, or termination.
Today, _______ recognize LLCs and provide both procedural (formation) and internal default rules (in the event the parties are unable to agree otherwise) for the operation of LLCs Multiple choice question. -a majority of states -all states -no states -a few states
all states
A corporation is a(n) _______ legal entity that exists as an independent individual separate from its principals. Multiple choice question. -reasonable -fictitious -absolute -credible
fictitious
While substantial portions of the Sarbanes-Oxley Act are aimed at solving specific mechanism failures in auditing and other accounting procedures, the law also imposes higher levels of __________ responsibility for those involved in corporate governance. Multiple Choice -None of the choices are correct. -fiduciary -administrative -proxy
fiduciary
Rules mandated by Dodd-Frank require companies to disclose their __________ structure in their SEC filings. Multiple Choice -corporate payout -past wrongdoing -board leadership -All of the choices are correct.
board leadership
The _______ sets the strategy and policies of the corporation and is independent from the shareholders and _______. Multiple choice question. -board of directors, officers -board of directors, shareholders -officers, board of directors -board of directors, creditors
board of directors, officers
The Dodd-Frank whistleblower provisions are based on a __________ plan. Multiple Choice -lookback -clawback -bounty -contemplation
bounty
The first step in asserting a discrimination claim is _______ at the local office of the EEOC. Multiple choice question. -determining the legality of the job action -determining whether the employer has a defense -filing a discrimination claim -determining employee misconduct
filing a discrimination claim
The EEOC is a __________ commission whose members are appointed by the president with approval of the Senate. Multiple Choice -nine-member -five-member -seven-member -three-member
five-member Explanation: The EEOC is a five-member commission whose members are appointed by the president with approval of the Senate.
A corporation incorporated in Utah and doing business in Nevada is classified as a(n) __________ corporation in Nevada. Multiple Choice -Foreign -Diverse -Domestic -Alien
foreign
Perhaps the broadest defense to employment discrimination is ________, which occurs when a business can justify discrimination on the basis that it is legitimately necessary to the business operations of the company. Multiple choice question. -employee misconduct -BFOQ -affirmative action -business necessity
business necessity
To obtain a license, one typically must apply in the office of __________ of any state in which the work will be performed. Multiple Choice -tax collectors -home office -professional conduct -business regulation
business regulation Explanation: To obtain a license, one typically must apply in the office of business regulation of any state in which the work will be performed.
While some employment agreements are contracts between managers and a business entity, some contracts give rights to __________ employees as well. Multiple Choice -obedient -None of the choices are correct. -principal -nonmanagement
nonmanagement
A corporation formed to maintain a charitable operation is called a Multiple Choice -nonprofit corporation. -Subchapter S corporation. -closely held corporation. -public corporation.
nonprofit corporation
A corporation's _______ typically specify the date, time, and place for the annual shareholders meetings, as well as the number of officers and directors of the corporation. Multiple choice question. -incorporation forum -articles -formalities -bylaws
bylaws
One of the first considerations for principals forming a corporation is _______. Multiple choice question. -choosing a court in which to litigate -choosing a CEO who will lead the venture -choosing where to hold the initial meeting -choosing the state in which to incorporate
choosing the state in which to incorporate
A(n) _______ agreement gives rights to non-management employees, in addition to managers. Multiple choice question. -collective bargaining -fair dealing -labor -good faith bargaining
collective bargaining
Sole proprietors may raise money through _______ loans which is a more formal process from a lender such as a bank. Multiple choice question. -private -commercial -quid pro quo -lender
commercial
__________ damages could be in the form of back pay for the aggrieved employee. Multiple Choice -administrative -None of the choices are correct. -criminal -compensatory
compensatory explanation: Compensatory damages could be in the form of back pay, retroactive promotions, and requirements that the employer take certain actions in order to remedy patterns or practices resulting in discrimination.
The Sarbanes-Oxley Act makes key __________ officers more accountable for financial reporting by requiring that chief executive officers and chief financial officers personally certify the accuracy of all required SEC filings. Multiple Choice -preemptory -registered -corporate -local
corporate
Even after commencement of business operations, officers and directors have a responsibility to comply with _______. Multiple choice question. -initial organizational bylaws -corporate formalities -corporate veil protection -venture capital requests
corporate formalities
The Sarbanes-Oxley Act imposes higher levels of fiduciary responsibility for those involved in _______. Multiple choice question. -corporate regulation -corporate espionage -corporate governance -corporate investments
corporate governance
In examining the _______ doctrine, courts consider whether the officer, director, or controlling shareholder learned of the opportunity because of his role in the corporation. Multiple choice question. -duty of loyalty -business judgment -self-dealing -corporate opportunity
corporate opportunity
Generally, the ___ shields shareholders, directors, and officers of a corporation from personal liability in case the corporation runs up large debts. Multiple choice question. -law -trade secret -holder rule -corporate veil
corporate veil
Compared to other entities, a(n) _______ has perhaps the most formal filing and reporting requirements. Multiple choice question. -equitable financing company -public offering company -corporation -preincorporated entity
corporation
Unlike a(n) _______, an LLC does not issue shares. Multiple choice question. -general partnership -corporation -limited partnership -Limited liability partnership
corporation
A(n) personal guarantee allows a _______ to obtain a judgment against the personal assets of one or more shareholders in the event of a default by the corporation. Multiple choice question. -creditor -shareholder -stock exchange -debtor
creditor
In order for whistleblowers to gain statutory protection in New York, their disclosures must be connected to conduct that is ______. Multiple choice question. -tort-based -dangerous -good faith -benign
dangerous
_______ are responsible for oversight and management of the corporation's course of direction. Multiple choice question. -Shareholders -Officers -Directors -Stakeholders
directors
The ADA defines __________ as a physical or mental impairment that substantially limits a person's ability to participate in major life activities. Multiple Choice -disturbances -strife -disability -None of the choices are correct.
disability Explanation: The ADA defines a qualified individual as someone who, with or without reasonable accommodation, can perform the "essential functions" of the employment position that such individual holds or desires.
Antidiscrimination statutes bar employers from terminating employees based on _______. Multiple choice question. -the FLSA -discriminatory motives -at-will employment -overtime compensation
discriminatory motives
Your school's police/security force requires that all officers be over 6 feet and over 200 pounds. This requirement creates Multiple Choice -disparate treatment regarding women. -disparate impact regarding men. -disparate impact regarding women. -disparate treatment regarding men.
disparate impact regarding women
Angel is Hispanic and has applied for a job at Buckets Inc. Buckets Inc. has a workforce that is 45 percent Hispanic, 35 percent black, and 20 percent white. This closely approximates the workforce available to Buckets. Angel is turned down for the job and is told that Buckets has too many Hispanics, so he couldn't be hired. He is a victim of Multiple Choice -affirmative action. -disparate impact. -mixed motives discrimination. -disparate treatment.
disparate treatment.
Certain federal and state statutes __________ common law employment-at-will rules. Multiple Choice -nullify -displace -All of the choices are correct. -support
displace
A(n) LLC _______ occurs when an individual member decides to exercise the right to withdraw from the partnership. Multiple choice question. -dissolution -tax break -dissociation -capital call
dissociation
Upon a dissociation, the remaining LLC members may decide either to continue the LLC, or to trigger a(n)_______. Multiple choice question. -dissolution -taxable event -liable event -formation event
dissolution
Courts will sometimes pierce the corporate veil when _______ demands it. Multiple choice question. -fairness -a director -the chief executive officer -a shareholder
fairness
The False Claims Act is a __________ statute that contains an anti-retaliation provision that protects employees who disclose that their firm has committed fraud in dealing with contracts with the federal government. Multiple Choice -state -local -federal -None of the choices are correct.
federal
The RULLCA sets forth seventeen _______ statutory provisions related to liability of the entity and its members that are not subject to change by the operating agreement. Multiple choice question. -dissociation -taxation -dissolution -nonwaivable
nonwaivable
The corporation's _______ are hired by the board and carry out the day-to-day operations of the corporation, by executing the strategy and mandates set out by the board of directors. Multiple choice question. -directors -creditors -officers -shareholders
officers
_______ carry out the directors' set course of direction through management of the day-to-day operations of the business. Multiple choice question. -Stakeholders -Directors -Officers -Shareholders
officers
The False Claims Act provides the government with powerful tools to combat ______. Multiple choice question. -at-will employment -employment contracts -frivolous lawsuits -fraudulent practices
fraudulent practices
A(n) ____________ is legally defined as an association of two or more people who are co-owners and co-managers of the business and who share in the profits of their ongoing business.
general partnership
Typically, an employment contract will provide that employers may terminate the employee only for "_______," such as committing a criminal act in the course of her employment. Multiple choice question. -good cause -good faith -public policy -false claim
good cause
The _______ standard requires that partners exercise appropriate discretion in dealing with other partners and third parties concerning the partnership's business. Multiple choice question. -loyalty -discretion -good faith -care
good faith
In McQueary v. The Pennsylvania State University, Pa. Ct. of Common Pleas, No. 2012-1804 (2016), what proceeding led up to McQueary being fired? Multiple Choice -grand jury testimony -misrepresentation lawsuit -a civil complaint against him -All of the choices are correct.
grand jury testimony
Equal share of profits in a partnership agreement allows partners to receive a _______ salary for the work they will perform on behalf of the partnership. Multiple choice question. -baseline -'fronted' -guaranteed -minimal
guaranteed
Which of the following inclusions in an employment advertisement would likely not be considered discriminatory? Multiple Choice -Stewardess needed. -Seeking recent college graduates. -Young persons wanted. -High school graduation required.
high school graduation required Explanation High school graduation does not imply a particular sex or age.
Under the ______ theory of sexual harassment, a violation of Title VII occurs when the conduct of the harasser is so pervasive in the workplace that it interferes with the victim's ability to perform their job responsibilities. Multiple choice question. -quid pro quo -hostile work environment -same-sex -strict liability
hostile work environment
Under the ADEA employers are prohibited from discriminating against employees on the basis of their age ______. Multiple choice question. -if the employee is under 65 years old -if the employee is over 40 years old -regardless of the employee's age -if the employee is over 18 years old
if the employee is over 40 years old
LLCs frequently are governed by an agreement of its members in the form of a(n) ________. Multiple choice question. -articles of incorporation -operating agreement -bylaw agreement -management agreement
operating agreement
Like _______ agreements, _______ agreements cover many of the internal rules for the actual operation of the business, including a flexibility in terms of the rights and responsibilities of each member. Multiple choice question. -operating, partnership -taxation, limited liability -limited liability, operating -partnership, operating
partnership, operating
When dealing with an LLC, landlords often require a(n) _______ from the members whereby the members pledge assets to ensure payment of the business venture's obligations. Multiple choice question. -capital contribution -personal guarantee -sufficient taxable income -verified operating agreement
personal guarantee
If a corporation is a start-up or has limited assets, creditors will almost always require that the shareholders give a(n) _______. Multiple choice question. -director guarantee -personal guarantee -corporate guarantee -creditors guarantee
personal gurantee
LLC members are insulated from _______ for any business debt or liability (contract or tort) if the venture fails. Multiple choice question. -unlimited liability -personal liability -pass-through liability -capital taxation
personal liability
The SOX Act makes key corporate officers more accountable for financial reporting by requiring chief executive officers and chief financial officers to _______ of all required SEC filings. Multiple choice question. -personally certify the accuracy -have the directors certify the accuracy -have a plausible basis for the accuracy -have an auditor certify the accuracy
personally certify the accuracy
The most common type of corporation is the _______ corporation which does not sell ownership interests to the public. Multiple choice question. -common stock -privately held -benefit -publicly held
privately held
_______ corporations have substantial flexibility in terms of their internal operating procedures and do not generally have to comply with rigorous corporate structures or formalities. Multiple choice question. -Publicly funded -Pre-incorporated -C-corporations -Privately held
privately held
_______ corporations may also find that their expansion plans require even more capital than can be raised using private investors. Multiple choice question. -Publicly held -Venture capital backed -Benefit -Privately held
privately held
Which of the following would likely not be considered a major life activity supporting a disability claim? Multiple Choice -Thinking and reasoning. -Being able to sit for long periods. -Speaking. -Proficiency in typing.
proficiency in typing Explanation: Typing is not universal to all. Many go through life successfully without ever typing proficiently.
According to the U.S. Treasury Department, the government __________ from the TARP loans. Multiple Choice -None of the choices are correct. -gave away money -profited -lost money
profited
A person who performs pre-incorporation duties on behalf of the forming corporation is called a __________. Multiple Choice -Promoter -Principal -Incorporator -Venture capitalist
promoter
When an individual begins to carry out a business venture's activities before actually filing the articles of incorporation, the individual is known as a(n) _______. Multiple choice question. -shareholder -officer -promoter -incorporater
promoter
If a _______ makes a contract on behalf of a not-yet-formed corporation, she may have some degree of _______ to perform under the contract. Multiple choice question. -director, corporate liability -promoter, corporate liability -promoter, personal liability -director, personal liability
promoter, personal liability
In the Bammert v. Don's Super Valu case, the court refused to apply the _______ exception when the wife of a police officer alleged retaliation after her husband arrested her employer's wife. Multiple choice question. -implied contract -false claim -public policy -good faith
public policy
The _______ exception displaces the employment-at-will rule that allows employers to terminate an employee for certain reasons contrary to established policy. Multiple choice question. -public policy -good faith -implied contract -express contract
public policy
The _______ exception is a narrowly applied common law rule that places the public welfare ahead of the rights of an employer. Multiple choice question. -implied contract -good faith exception -express contract -public policy
public policy
The type of corporation that generally has the highest number of shareholders is the Multiple Choice -publicly held corporation. -public corporation. -nonprofit corporation. -professional corporation.
publicly held corporation
__________ damages are available only when a plaintiff proves that a private employer acted with malice, in retaliation, or with reckless disregard for the employment discrimination laws. Multiple Choice -None of the choices are correct. -compensatory -labor -punitive
punitive Explanation: Punitive damages (intended to deter future conduct of employers) are available only when a plaintiff proves that a private employer acted with malice, in retaliation, or with reckless disregard for the employment discrimination laws.
In the "_______" theory of sexual harassment, the harasser demands sexual favors as a condition of continued employment or as a prerequisite for a promotion or pay raise. Multiple choice question. -strict liability -quid pro quo -disparate impact -disparate treatment
quid pro quo
An employment-at-will relationship may be converted to a contract relationship if the employer acted in a manner that would lead a __________ person to believe that the employer intended to offer an employee protection from termination without cause. Multiple Choice -part-time -partially disclosed -None of the choices are correct. -reasonable
reasonable
The ADA defines a "qualified individual" as someone who, with or without _______, can perform the "essential functions" of the employment position that such individual holds or desires. Multiple choice question. -qualified accommodation -any accommodation -strict accommodation -reasonable accommodation
reasonable accommodation
Corporations also sell equity, also called ________, to capitalize their operations. Multiple choice question. -securities -start-up funds -debentures -promotional funds
securities
The Sarbanes-Oxley Act expanded the definition of _______ and created a new federal criminal law outlawing conspiracy to commit fraud. Multiple choice question. -document destruction -insider trading -securities fraud -internal guidance
securities fraud
Employers may terminate whistleblower employees if they can show the termination was based on reasons _______ the whistleblowing. Multiple choice question. -maliciously affecting -implied at law by -separate and independent of -that are falsely claimed according to
separate and independent of
Every C corporation is considered a legal, taxable entity that is _______ for income tax purposes. Multiple choice question. -identical to the owners -promotable -loyal -separate from the owners
separate from the owners
Proponents of recognizing sexual orientation as a protected class argue that it amounts to discrimination based on _______ which is illegal under federal discrimination statutes. Multiple choice question. -mixed motives -sex -pregnancy treatment -race
sex
Title VII includes "_______" as a(n) _______ class and federal law extends protection to employees who are being sexually harassed. Multiple choice question. -same-sex, protected -sex, protected -sex, vicarious -same-sex, vicarious
sex, protected
One area of federal antidiscrimination law that has recently developed rapidly is whether _______ may be a protected class under Title VII. Multiple choice question. -national origin -race -pregnancy -sexual orientation
sexual orientation
Most courts have used four factors to consider whether to pierce a corporation's protective veil, and if two are present is court is more likely to hold _______ personally liable for corporate debts. Multiple choice question. -shareholders -the chief executive officer -the chief financial officer -directors
shareholders
_______ are the owners of the corporation and while they do not directly manage the corporation, shareholders are granted certain rights to protect their ownership interests. Multiple choice question. -Officers -Directors -Shareholders -Stakeholders
shareholders
__________ states only cover whistleblowing by government employees or employees of government contractors. Multiple Choice -Some -Almost all -The majority of -None of the choices are correct.
some
In the Adarand Constructors v. Pena case, the Supreme Court ruled that state and local government affirmative action plans in race-or gender-based preferences for hiring contractors would be subject to the _______ standard. Multiple choice question. -affirmative action -strict scrutiny -reasonable -strict liability
strict scrutiny
If sexual harassment is perpetrated by a supervisor the employer is _______ for any sexual harassment claim, if the harassment culminates in a tangible employment action such as termination. Multiple choice question. -liable only if negligent -liable only if reckless -strictly liable -not liable
strictly liable
The Equal Pay Act (EPA) makes it illegal for employers to pay unequal wages to men and women who perform _______ work. Multiple choice question. -bona fide identical -the same -substantially equal -verifiable identical
substantially equal
The ADA defines "disability" as a physical or mental impairment that _______ a person's ability to participate in _______ activities. Multiple choice question. -substantially limits, any job related -substantially limits, major life -limits in any way, any job related -limits in any way, major life
substantially limits, major life
The Equal Employment Opportunity Commission was created by Multiple Choice -the Civil Rights Act of 1964. -the Americans with Disabilities Act. -the Lilly Ledbetter Fair Pay Act. -Executive Order 11246 creating affirmative action.
the Civil Rights Act of 1964 Explanation: The EEOC was created in the Civil Rights Act of 1964 to monitor compliance with the statute.
Technically, the Equal Pay Act is an amendment to _______ and is not categorized as an antidiscrimination statute. Multiple choice question. -the BFOQ Act -the Lilly Ledbetter Act -the Fair Labor Standards Act -Title VII
the Fair Labor Standards Act
In Smith v. Van Gorkom, the court considered whether the business judgment rule protected board members who permitted the sale of a significant amount of stock by the retiring chairman of the board at an undervalued price, devaluing the company. Regarding the board's liability in this case, the court stated each of the following except Multiple Choice -normally, the board of directors is entitled to give some weight to statements made by its chairman regarding the valuation of stock. -failing t
the board in this case had the expertise to make decisions without consulting outside experts but made a poor decision.
The business judgment rule protects officers and directors from liability for decisions that may have been unwise but did not breach ______. Multiple choice question. -duty of reasonableness -duty of loyalty -the duty of care -duty of indemnification
the duty of care
If the term in an LLC operating agreement expires, but if the members want the LLC to continue, they must have a _______ vote to fix an additional term. Multiple choice question. -unanimous -non-binding -single -majority
unanimous
_______ is funding provided by a group of professional investors for use in a developing business, usually in a particular industry such as health care. Multiple choice question. -Private capital -Venture capital -Tax-free capital financing -Corporate capital
venture capital
The primary federal antidiscrimination statutes are: _______. (Choose all the correct answers) Multiple select question. -FSLA -ADA -Title VII -ADEA
-ADA -Title VII -ADEA
In 1998, the U.S. Supreme Court decided the _______ and the _______ cases that extended vicarious liability to employers for sexual harassment under certain circumstances. (Choose two correct answers) Multiple select question. -Faragher -Oncale -McDonnell Douglas -Ellerth
-Faragher -Ellerth
In analyzing the corporate opportunity doctrine, courts look for _______ and _______. (Choose two correct answers) Multiple select question. -business judgment -disclosure -duty of care -good faith
-disclosure -good faith
The three most common theories of discrimination are: _______. (Choose three correct answers) Multiple select question. -disparate impact -disparate treatment -affirmative action -mixed motives
-disparate impact -disparate treatment -mixed motives
The PCAOB ______, ______, and ______ the Sarbanes-Oxley Act mandates. (Choose three answers) Multiple select question. -enforces -enacts -administers -implements
-enforces -administers -implements
LLPs are capitalized in the same way as a partnership, through _______ or _______. Multiple select question. -RULPA financing -shares -equity -debt
-equity -shares
Dissolution of an LLC is a process triggered by a(n) _______ or by a(n) _______ to dissolve the company. (Choose two correct answers) Multiple select question. -event stated in the operating agreement -decision by the members -stated in a creditor call -decision by tax accountants
-event stated in the operating agreement -decision by the members
The Sarbanes-Oxley Act imposes stricter regulation and controls on corporate: _______, _______, and _______. (Choose three correct answers) Multiple select question. -financial reporting -taxable consequences -auditing -internal corporate governance
-financial reporting -auditing -internal corporate governance
Antidiscrimination statutes prohibit employment termination based on certain discriminatory motivations such as _______ or _______. (Choose two best answers) Multiple select question. -income -whistleblower status -gender -race
-gender -race
Key provisions of the TARP loan program include: _______. (Choose all the correct answers) Multiple select question. -give shareholders a voice -independent compensation committees -analyze the tax implications of the loans -restrictions on compensation
-give shareholders a voice -independent compensation committees -restrictions on compensation
The covenant of _______ and _______ represents a significantly different approach to employment-at-will relationships. (Choose two correct answers) Multiple select question. -good faith -public policy -implied contract -fair dealing
-good faith -fair dealing
Identify the three common law exceptions to the employment-at-will doctrine: _______. (Choose three correct answers) Multiple select question. -separate and independent defense -good faith and fair dealing -public policy -implied contract
-good faith and fair dealing -public policy -implied contract
The employment-at-will doctrine does not apply in cases where the employee: _______. (Choose all the correct answers) Multiple select question. -has no statutory protection against job termination -has a common law exception -has an express contract -has an implied contract
-has a common law exception -has an express contract
Title VII provides aggrieved employees with a broad range of remedies including: _______. (Choose all that apply) Multiple select question. -injunction -foreseeable promotions -reinstatement -backpay
-injunction -reinstatement -backpay
The employment-at-will doctrine permits an employer to terminate an employee with or without _______ and with or without _______, subject to certain exceptions. (Choose the two correct answers) Multiple select question. -just compensation -past notice -just cause -advance notice
-just cause -advance notice
The Uniform Guidelines on Employee Selection Criteria says that discrimination is likely if the pass rate of any protected class is less than __________ of the pass rate of the most successful race, sex, or other protected class tested. Multiple Choice -80 percent -60 percent -50 percent -70 percent
80 percent
The Uniform Guidelines on Employee Selection Criteria says that discrimination is likely if the pass rate of any protected class is less than __________ of the pass rate of the most successful race, sex, or other protected class tested. Multiple Choice -60 percent -70 percent -80 percent -50 percent
80 percent Explanation: The rule says that if a class's pass rate is less than 80 percent of the most successful class passing a test, the test is considered discriminatory unless evidence to the contrary can be provided by the employer.
In the case, Kirksey v. Grohmann, because the members could no longer communicate regarding the LLC except through legal counsel, and faced deadlock, the court ordered Multiple Choice -A forced disolvement -A forced dissociation -A forced dismemberment -A forced dissolution
A forced dissolution
In the case, Kirksey v. Grohmann, because the members could no longer communicate regarding the LLC except through legal counsel, and faced deadlock, the court ordered Multiple Choice -A forced dissociation -A forced dissolution -A forced dismemberment -A forced disolvement
A forced dissolution
Many corporations choose to incorporate in Delaware. Which of the following is NOT an advantage to incorporating in Delaware? Multiple Choice -Delaware's tax structure provides significant tax benefits to out-of-state corporations incorporating in the state of Delaware. -Delaware statutes provide officers and directors strong protections from shareholder lawsuits alleging management negligence. -Delaware has a well-established body of case law, so the reliability and consistency of judicial dec
Delaware's tax structure provides significant tax benefits to out-of-state corporations incorporating in the state of Delaware.
The operating agreement must determine if the LLC is a member-managed LLC or a manager-managed LLC so that third parties can Multiple Choice -Determine who has the authority to make day to day decisions that bind the LLC. -Determine what the tax consequences each member will face at the end of the fiscal year. -Determine the financial stability of the LLC. -Determine who has unlimited liability.
Determine who has the authority to make day to day decisions that bind the LLC
Although _______ is primarily focused on financial regulation, it imposes new corporate governance regulations on both Wall Street banks and Main Street public corporations. Multiple choice question. -Glass-Steagall -Dodd-Frank -Sarbanes-Oxley -TARP
Dodd-Frank
Under the _______ Act, Congress imposed tighter restrictions on public corporations, financial markets, and the extent to which firms engaged in risky investment transactions. Multiple choice question. -PCAOB -Sarbanes-Oxley -Dodd-Frank -Federal WhistleBlower
Dodd-Frank
In the event that an employee is terminated for whistleblowing, the employee is entitled to which of the following? Multiple choice question. -Treble back pay. -Double back pay. -No back pay. -Back pay.
Double back pay.
The _______ is the administrative agency charged with carrying out federal workplace antidiscrimination laws. Multiple choice question. -EEOC -NRLA -McDonnell Douglas Group -Title VII
EEOC
True or false: Affirmative action plans require absolute equality. -True -False
False Reason: Affirmative action plans do not require absolute equality.
Employers are required to overlook employee misconduct when complying with antidiscrimination statutes. -True -False
False Reason: NO, employers are required to overlook misconduct when complying with antidiscrimination statutes.
Under RUPA's default rules, each partner is entitled to receive _______ of the partnership's profits regardless of the partner's degree of involvement in the success of the business. Multiple choice question. -an equal share -joint and several shares -absolute shares -no shares
an equal share
Under the RUPA partners are not liable if they make a business decision that results in harm due to _______. Multiple choice question. -any reason -gross negligence in judgment -the corporate veil -an ordinary mistake of judgment
an ordinary mistake of judgement
A sole proprietorship is generally not subject to _______ income taxation, and no tax return is filed on behalf of the business. Multiple choice question. -franchise -proprietorship -personal -corporate
corporate
Partners must exercise due care in handling the affairs of the partnership and treat business affairs with _______. Multiple choice question. -diligence -reasonability -perfection -indemnity
diligence
The Federal Trade Commission regulations focus on mandatory _______ regarding the financial condition of the franchise, success rates, and other important information used by potential franchisees faced with making the decision to invest in the franchise. Multiple choice question. -termination -management -disclosures -fees
disclosures
Under RUPA, a partner's bankruptcy is a(n) _______ by law. Multiple choice question. -dissociation -liable event -voluntary withdrawal -distribution
dissociation
When a partner no longer wishes to be a principal in the partnership, she may choose to leave the partnership. This is called ______. Multiple choice question. -unpartnering -disincorporation -removal -dissociation
dissociation
A(n) _______ partnership is legally defined as: (1) an association of two or more people (2) who are co-owners and co-managers of the business and (3) who share in the profits of their ongoing business. Multiple choice question. -family -general -sole -limited
general
LLP statutes provide ______ partnerships with the right to convert their entity and gain the protective shield ordinarily afforded only to limited partners or corporate shareholders. Multiple choice question. -general -incorporated -limited -no
general
Two or more individuals can form a(n) ______ partnership if they have demonstrated an intent to carry on as ______ of a business for profit. Multiple choice question. -general, co-voters -general, co-owners -limited, co-owners -1limited, co-voters
general, co-owners
In a limited partnership, the _______ partner is responsible for filing an information return with taxing authorities, but limited partnerships do not incur _________ tax liability for their profits. (Choose two correct answers) Multiple choice question. -limited, corporate -general, any -general, corporate -limited, any
general, corporate
Generally, a(n) _______ partner may withdraw at any time without causing _______ of the partnership. Multiple choice question. -general, bankruptcy -limited, dissolution -general, dissolution -limited, bankruptcy
general, dissolution
In a limited partnership, _______ partners manage the business but _______ partners may not participate in daily management of the business. Multiple choice question. -limited, general -general, limited -general, family -limited, family
general, limited
Under the RUPA, a partnership agreement may _______ the fiduciary duties. Multiple choice question. -not completely eliminate -equitably eliminate -not eliminate any of -completely eliminate
not completely eliminate
Partnership and agency law governs the relationship between the partnership and outside third parties and cannot be altered by a(n) _______ agreement. Multiple choice question. -creditor -trustee -right to own -partnership
partnership
For tax purposes, LLPs are treated as _______. Multiple choice question. -corporate entities -taxable entities -pass-through entities -separate entities
pass-through
Limited partnerships are _______ entities just like general partnerships. Multiple choice question. -not-for-profit -taxpaying -corporate -pass-through
pass-through
In June 2002, Arthur Andersen was convicted of the obstruction charges, sentenced to pay a __________ fine, and banned from performing audits for publicly traded companies. Multiple Choice -$350,000 -$400,000 -$500,000 -$200,000
$500,000
Note that ________ imposes personal liability when members consent to an improper _______ of money made when the LLC is insolvent. (Choose two correct answers) Multiple select question. -RULLCA -distribution -taxation -ULPA
-RULLCA -distribution
An implied contract arises in the following situations: _______. (Choose all the correct answers) Multiple select question. -a whistleblower's allegations against employer -an oral promise made by employer that protects employee -an employment handbook distributed to all employees -a tort-based claim of bad faith
-an oral promise made by employer that protects employee -an employment handbook distributed to all employees
Two of the major advantages of a pass-through entity are that investors can _______ and _______. (Choose two correct answers) Multiple select question. earnings can be distributed like a corporation assume the tax deductions and losses assume limited liability earnings can be distributed without double taxation
-assume the tax deductions and losses -earnings can be distributed without double taxation
The SOX Act seeks to increase _______ independence through setting _______ of auditing partners, and for banning _______ from providing nonauditing consulting services for public companies. (Choose all the correct answers) Multiple select question. -accounting firms -auditor -mandatory rotation -mandatory taxes
-auditor -mandatory rotation -accounting firms
The RULLCA does not allow any manager or member to avoid personal liability based on her _______ or _______. (Choose two correct answers) Multiple select question. -taxable contributions -bad faith -good faith intentions -willful misconduct
-bad faith -willful misconduct
Large corporations may use more sophisticated forms of debt such as issuing _______ or _______. (Choose two correct answers) Multiple select question. -venture capital stock -bonds -tax immune bonds -debentures
-bonds -debentures
Corporations are classified into one or more categories that reflect their overall _______. (Choose all the correct answers) Multiple select question. -capitalization -structure -management -purpose -location
-capitalization -structure -purpose -location
Corporations often borrow money from either: _______ or _______ to fund day-to-day operations. (Choose two correct answers) Multiple select question. -venture capital investors -commercial lenders -organizational investing -private investors
-commercial lenders -private investors
Unwelcome sexual advances, requests for sexual favors, and other verbal or physical conduct of a sexual nature are considered violations of Title VII if the conduct is ______ or _______. (Choose two correct answers) Multiple select question. -vicariously made by a peer employee -creates an offensive work environment -strictly liable for same-sex harassment -the basis for any employment decisions
-creates an offensive work environment -the basis for any employment decisions
The Revised Uniform Limited Liability Company Act (RULLCA) attempts to clarify the following two matters: ______ and the ______. (Choose two correct answers.) Multiple select question. -deadlocks -rights of departing LLC members -rights LLC non-member employees -mandatory arbitration
-deadlocks -rights of departing LLC members
LLCs are mainly capitalized via _______ or through the sale of _______ ownership in the LLC itself. (Choose two correct answers) Multiple select question. -debt -shares -limited liability -equity
-debt -equity
An LLC is a flexible type of business entity that offers its owners many advantages: ________. (Choose all the correct answers) Multiple select question. -limited legal liability -corporate taxation -easy formation -flexible operation -pass through taxation
-limited legal liability -easy formation -flexible operation -pass through taxation
Most states require the LLC articles of organization to contain only basic information, such as: _______. (Choose all the correct answers) Multiple select question. -stock evaluation -location of the principal place of business -name of the entity -names of owners
-location of the principal place of business -name of the entity -names of owners
LLC managers owe fiduciary duties of ______ and _______ to the other LLC members. (Choose two correct answers) Multiple select question. -loyalty -care -contribution -dissolution
-loyalty -care
The seniority system is a defense for employers and must be based on several criteria: _______. (Choose all that apply) Multiple select question. -objective elements of seniority -subjective employment decisions -affirmative action programs -good faith employment decisions
-objective elements of seniority -good faith employment decisions
Employment discrimination encompassing a broad spectrum of workplace-related discrimination that includes: _______. (Choose all the best answers) Multiple select question. -at-will considerations -promotions -the hiring process -disciplinary actions
-promotions -the hiring process -disciplinary actions
The two major categories of corporations are ______ and _____. Multiple select question. -non-stock -publicly held -privately held -partnerships
-publicly held -privately held
Title VII prohibits discrimination in the workplace on the basis of an employee's: _______. (Choose all the apply) Multiple select question. -race -religion -economic status -color
-race -religion -color
Federal antidiscrimination statutes are categorized into two classes, those that _______ (Choose two correct answers) Multiple select question. -require persons receive equal treatment -require persons receive special treatment -require persons receive no treatment -require persons receive unequal treatment
-require persons receive equal treatment -require persons receive special treatment
A well-established and deep-seated principal of American law is that a corporation is a(n) ______. (Choose all that are correct) Multiple select question. -promotional activity -separate person -separate entity -company
-separate person -separate entity
State antidiscrimination statutes differ from federal statues in two ways: _______ and _______. (Choose two best answers.) Multiple select question. -some states have expanded protected class membership to include LGBTQ individuals -state statutes tend to cover less employers -state statutes tend to cover more employers -some states have diminished protected class membership and do not include LGBTQ individuals
-some states have expanded protected class membership to include LGBTQ individuals -state statutes tend to cover more employers
If sexual harassment does not result in a(n) _______ employment action (e.g., demotion), employers may avoid liability via the _______ defense by proving that a preventative was in place but the employee failed to take advantage of it. Multiple choice question. -intangible, ADEA -tangible, Faragher/Ellerth -intangible, Faragher/Ellerth -tangible, ADEA
-tangible, Faragher/Ellerth
The SOX Act requires that public companies maintain audit committees: (Choose all correct answers) Multiple select question. -that have at least one director with sufficient financial acumen to probe audits in depth -that are composed entirely of independent directors -that contain at least one director who is employed by the SEC -that have the CEO and CFO as members
-that have at least one director with sufficient financial acumen to probe audits in depth -that are composed entirely of independent directors
An operating agreement generally includes the following aspects of the LLC: _______. (Choose all the correct answers) Multiple select question. -Voting rights -Governing structure -Taxable interests -Dissolution
-voting rights -governing structure -dissolution
States that recognize good faith and fair dealing protect employees from job termination (1) ______ or (2) ______. Multiple select question. -without malicious intent -bad faith -without just cause -without an express contract
-without just cause -bad faith
As an administrative agency, the EEOC may use its investigative authority to: ________. (Choose all the correct answers) Multiple select question. -determine if the employer engaged in affirmative action -witness statements -obtain documents -determine the nature of employer's relationship with the employee outside the workplace
-witness statements -obtain documents
The plaintiff in an ADEA case must prove that the younger employees are substantially younger which means at least _____ years younger to qualify. Multiple choice question. -10 -20 -15 -5
10
Under the Dodd-Frank Act, the whistleblower rewards range from __________ percent of the recovery. Multiple Choice -10 to 33 -15 to 50 -10 to 30 -5 to 15
10 to 30
Whistleblower rewards under Dodd-Frank range from _______% of the recovery which also has a strong anti-retaliation provision that protects the job status of SEC whisteblowers. (Choose two correct answers) Multiple choice question. -50-75 -5-20 -3-5 -10-30
10-30
An employee must file charges of illegal discrimination with the EEOC generally within __________ days of the adverse job action. Multiple Choice -90 -180 -365 -120
180
LLCs were originally created by the Wyoming legislature in Multiple Choice -1929. -2002. -1977. -1894.
1977
Under Sarbanes-Oxley, an individual who destroys evidence can receive up to how many years of incarceration? Multiple choice question. -10 -2 -5 -20
20
Which of the following is a neutral requirement that is likely to result in disparate impact? Multiple Choice -Only females are required. -One year of prior experience is required. -Only Americans are required. -A physical-strength test must be passed.
A physical-strength test must be passed Explanation A physical-strength test is likely to discriminate against certain classifications unless it can be shown to be job-related and necessary.
The _______ seeks to eliminate discriminatory employment practices against _______ persons that would prevent otherwise qualified employees from obtaining or continuing employment, being promoted, or obtaining benefits available to non-disabled employees. Multiple choice question. -ADEA, qualified -AEDA, disabled -ADA, disabled -ADA, qualified
ADA, disabled
Who may be excluded from a prohibition on mandatory retirement policies? Multiple Choice -Federal law enforcement officers -Pilots -Fire fighters -All of the choices are correct
All of the choices are correct
What, if any, federal statute(s) give specific anti-retaliation protections for employees who disclose conduct that violates that law? Multiple Choice -All of the choices are correct. -Sarbanes-Oxley Act -Fair Labor Standards Act
All of the choices are correct.
John and Amelia work for Dover Farm and Home Company. John and Amelia are caught one day stealing a tractor. The next day, John was given a verbal warning and Amelia was terminated. Multiple Choice -Amelia does not have a claim for discrimination based on gender discrimination if John has less seniority. -Amelia has a claim for discrimination based on gender discrimination. -If the company has a written policy providing for termination for theft, Amelia does not have a claim for discrimination
Amelia has a claim for discrimination based on gender discrimination. Explanation It is highly likely that her sex played a part in her firing since she and John committed the same offense.
All of the following statements are true about double taxation except Multiple Choice -It is a tax imposed on the members. -It is a tax imposed on the business entity. -It is the tax treatment of corporation. -An LLC cannot face double-taxation.
An LLC cannot face double-taxation.
_______ employees who are defamed by their employer, may have a _______ claim against their employer in the context of a termination. Multiple choice question. -Implied, tort-based -At-will, tort-based -At-will, public policy -Implied, whistleblower
At-will, tort-based
_______ committees must have a structure in place to process and investigate any whistleblower complaints, and any party that engages in _______ is subject to civil action and federal criminal prosecution. (Choose two correct answers) Multiple choice question. -Compensation, kickbacks -Compensation, retaliation -Audit, kickbacks -Audit, retaliation
Audit, retaliation
A(n) _______ allows employers to hire and employ on the basis of religion, gender, or national origin when the characteristic is _______ to the normal operation of that particular business. Multiple choice question. -BFOQ, strictly necessary -BFOQ, reasonably necessary -affirmative action program, strictly necessary -affirmative action program, reasonably necessary
BFOQ, reasonably necessary
The _______ defense is a judicially created affirmative defense whereby an employer may avoid _______ by proving that a system was in place that was intended to deter, prevent, report, and correct any harassment. Multiple choice question. -Faragher/Ellerth, substantial liability -Lilly Ledbetter, substantial liability -Faragher/Ellerth, vicarious liability -Lilly Ledbetter, vicarious liability
Faragher/Ellerth, vicarious liability
Which body of law governs the rules regarding the offering or trading of ownership interests in corporations? Multiple Choice -Federal law. -State law. -Common law. -The Revised Model Business Corporation Act.
Federal Law
_______ is the first step for a party claiming unlawful employment discrimination. Multiple choice question. -Filing a suit based on the McDonnell Douglas standard -Filing a suit under the ADA -Suing the employer directly -Filing a complaint with the EEOC
Filing a complaint with the EEOC
What Act no longer applies to the SEC in an investigation under the Dodd-Frank Act? Multiple Choice -Misappropriated Information Act -Informational Misappropriation Act -Misuse of Information Act -Freedom of Information Act
Freedom of Information Act
In AK-Feel, LLC v. NHAOCG, the court determined Multiple Choice -An operating agreement can eliminate fiduciary duties of the shareholders. -In order to eliminate the fiduciary duties of the managing members the language of the operating agreement must be clear and unambiguous. -Managing members of an LLC automatically do not have any fiduciary duties unless an operating agreement creates one. -An operating agreement cannot eliminate fiduciary duties of the managing members.
In order to eliminate the fiduciary duties of the managing members the language of the operating agreement must be clear and unambiguous.
The _______ Act mandated that each discriminatory paycheck resets the period of time during which the worker may file a pay discrimination claim. Multiple choice question. -Faragher/Ellerth Fair Pay -Lily Ledbetter Fair Pay -Seniority Fair Pay Act -ADA Victim Compensation Fair Pay
Lily Ledbetter Fair Pay
Frances wants to start a new small business and is seeking advice as to which type of entity would best suit his needs. His business has a high potential for liability and therefore he wants to protect his personal assets, but he does not want to spend a lot of time, effort or money in starting the business up or continuing the management of it. Additionally, he is looking for an entity that would give him the best tax advantages. Which type of business organization would suggest? Multiple Choi
Limited Liability Company
LLC stands for Multiple Choice -Limited license company -Limited liability commerce -Limited liability company -Limited liability corporation
Limited liability company
Fred, Mike, Reid and Connor create Double Done LLC, a family recreation center. Their operating agreement specifically states that Mike will make the day to day decisions and that Fred, Reid and Connor will have little input except for major decisions. This type of LLC is Multiple Choice -Member-managed LLC -Manager-managed LLC -Equitable-managed LLC -Equal-managed LLC
Manager-maanged
A corporate bond issued in the amount of $500,000 is called a Multiple Choice -Micro bond -Miniature bond -Baby bond -Small bond
Micro bond
Martina and Dryson have applied for teaching positions in your school's accounting department. Martina is a recent graduate with her PhD in accounting and one published paper. She has no teaching experience except for classes taught as a teaching assistant during her PhD program. Dryson also has a PhD in accounting and has been teaching for five years at a major university. He has eight published papers. Both are hired as tenure track assistant professors and assigned two 101 courses and one 10
No, Martina does not have a valid cause of action because Dryson is being paid a different salary based on factors other than sex.
Which group of a corporation is responsible for running the day to day matters of the corporation? Multiple Choice -Officers -Board members -Shareholders -Principals
Officers
In the _______ case, the court made clear that since Title VII was gender-neutral, it recognized sexual harassment as a form of discrimination - regardless of the gender of the victim or the harasser. Multiple choice question. -Faragher v Ellerth -Oncale v Ellerth Sundowner Services -Faragher v Sundowner Offshore Services -Oncale v. Sundowner Offshore Services
Oncale v. Sundowner Offshore Services
If the employee makes a __________ case, then the employer must present a nondiscriminatory reason for the adverse employment action. Multiple Choice -local -heavily investigated -good -prima facie
Prima Facie Explanation: If the employee makes a prima facie case, then the employer must present a nondiscriminatory reason for the adverse employment action. Once the employer presents the nondiscriminatory reason, it is up to the employee to convince the fact finder that the reason the employer gave is false (pretextual) and the real reason is age discrimination.
Congress used the Sarbanes-Oxley Act to replace the industry's self-regulation of auditing with a new federal agency called the _______ Oversight Board. Multiple choice question. -Dodd-Frank -Sarbanes-Oxley -Corporate Governance -Public Company Accounting
Public Company Accounting
_______ damages are available only when a plaintiff proves that a private employer acted with malice, in retaliation, or with reckless disregard for the employment discrimination laws. Multiple choice question. -Injunctive -Special -Punitive -Compensatory
Punitive
The _______ does not allow any manager or member to avoid personal liability based on her willful misconduct or bad faith. Multiple choice question. -ULLCA -IRS -ULC -RULLCA
RULLCA
Some states have adopted the _______ model statute to regulate LLCs. Multiple choice question. -Unlimited Limited Liability Company Act (ULLCA) -Revised Uniform Limited Liability Company Act (RULLCA) -Uniform Corporation Act (UCA) -Renewed Uniform Limited Liability Company Act (RULLCA)
Renewed Uniform Limited Liability Company Act (RULLCA)
After the ULLCA was created, some states have started to adopt an act that modifies it called Multiple Choice -Revised Limited Company Formation Act -Reform Limited Company Act -Reformed Limited Liability Corporation Act -Revised Uniform Limited Liability Company Act
Revised Uniform Limited Liability Company Act
The _______ amended both the '33 and '34 Acts to address the corporate misdeeds that became public in 2000. Multiple choice question. -Federal WhistleBlower Act -TARP Act -Dodd-Frank Act -Sarbanes-Oxley Act
Sarbanes-Oxley Act
The _______ overhauled the entire corporate governance regulatory structure. Multiple choice question. -Sarbanes-Oxley Act -Emergency Escrow Act -Dodd-Frank Act -Federal Whistleblower Act
Sarbanes-Oxley Act
The _______ provided for additional enforcement apparatus and increased penalties for violation of existing securities laws. Multiple choice question. -JOBS Act -Federal WhistleBlower Act -TARP Act -Sarbanes-Oxley Act
Sarbanes-Oxley Act
The Blank______ requires public companies to establish a(n) code of ethics and conduct for its top financial officers and generally prohibits a public corporation from Blank______ its officers and directors. Multiple choice question. -Sarbanes-Oxley Act; lending money to -Dodd-Frank Wall Street Reform and Consumer Protection Act; offering incentives to -Glass-Steagall Act; awarding stocks -Uniform Commercial Code; overpaying
Sarbanes-Oxley Act; lending money to
Sam is a promoter acting on behalf of a corporation that has not yet been fully incorporated. Under the Revised Model Business Corporation Act, if Sam acts on behalf of the yet-to-be-formed corporation, who is liable in the event of a breach of contract? Multiple Choice -The corporation becomes liable once formed, and Sam will be shielded from liability. -The principals of the forming corporation are liable, and Sam will be shielded from liability. -Sam is jointly and severally liable for the l
The corporation becomes liable once formed, and Sam will be shielded from liability.
Aranda works in an office environment with 50 employees. Once or twice a week, her boss Alden tells her she has great legs and that she should wear shorter skirts. He also tells her to let loose and open another button on her blouse once in a while. She asks him to stop and continues to wear knee-length skirts and keep her blouse buttoned to the neck. He never touches her and he never makes these comments when someone else can hear. When she gets her performance appraisal from Alden, he gives he
She may have a valid hostile environment claim. Explanation: No economic or other detriment need be proved other than an unwanted pervasive harassment resulting in a hostile environment
__________ states have extended protection of at-will employees beyond the traditional statutory protection provided by antidiscrimination and false claims laws. Multiple Choice -Almost all -None of the choices are correct. -The majority of -Some
Some
Kim, a CPA, works for a small accounting firm consisting of two managing partners, six accountants, and four secretaries. During a skiing vacation, Kim has a serious fall and is paralyzed from the waist down. While she cannot walk, her mind is not affected and she is 100 percent capable of performing her accounting duties. She has asked the firm to widen the aisles between cubicles so that she can maneuver her wheelchair and to provide a special desk that is wheelchair friendly. These accommodat
The company is not required to make or offer any accommodations to Kim. Explanation The ADA applies to companies of 15 or more employees, so the employer and employees do not fall under coverage of the act.
Cyndy, Shelby, Kennedy and Kristin formed Double Dawn Paddle Board Yoga LLC as a manager-managed LLC naming Kennedy as the managing member. A local yogurt entrepreneur approaches Shelby offering to be the exclusive provider of pink yogurt for their company to give out after their yoga sessions. Loving pink yogurt, Shelby signs a 10 year contract whereby only their pink yogurt will be provided for their company. When Cyndy, Kennedy and Kristin find out what Shelby has done, they are furious and d
The contract will not bind the LLC since Shelby did not have the authority to enter into a contract that binds the LLC.
In an operating agreement, should one of the members die, what will be the effect? Multiple Choice -The LLC will always dissolve by operation of law. -The operating agreement can specify what effect it will have. -The courts will issue a judicial decree of the status of the LLC. -The LLC will operate perpetually by operation of law.
The operating agreement can specify what effect it will have
Limited liability means that Multiple Choice -The LLC's liability is limited to that which is not covered by insurance. -The owners' personal assets are insulated from any business debts or liability if the LLC fails. -The liability of the owners is limited if the conduct of the LLC is criminal. -The owners' liability is limited to their non-exempt personal assets.
The owners' personal assets are insulated from any business debts or liability if the LLC fails.
In Enriquez v. West Jersey Health Systems, the plaintiff began an external transformation from male to female. When her contract was not renewed, she brought suit claiming discrimination. Multiple Choice -The plaintiff was not entitled to protection under federal law at that time but was protected by New Jersey state law. -The discomfort of the majority of the plaintiff's co-workers outweighed any rights that the plaintiff might have because the majority should be able to dictate policy. -Chang
The plaintiff was not entitled to protection under federal law at that time but was protected by New Jersey state law.
Jeff files the articles of incorporation to start BluSky Inc. What will be the next step? Multiple Choice -The court will declare the corporate existence. -The shareholders will create the bylaws. -Sell shares of stocks on the New York Stock Exchange -The principals will hold an organizational meeting to resolve any pending issues.
The principals will hold an organizational meeting to resolve any pending issues
Which of the following is NOT a right enjoyed by shareholders of a corporation? Multiple Choice -The right to elect and remove officers. -The right to approve structural changes in the corporation through the amending of the articles of incorporation. -The right to veto a board decision to pursue venture capital financing. -The right to veto a board decision to issue more capital stock.
The right to elect and remove officers.
Congress replaced the __________ industry's self-regulation of auditing with a new federal agency called the Public Company Accounting Oversight Board. Multiple Choice -accounting -investing -trading -None of the choices are correct.
accounting
In Samson v. Federal Express Corporation, Samson sued Federal Express under the ADA, claiming his job offer as a technician was withdrawn solely because he had failed his DOT medical examination because he had diabetes - a disqualifier for operating a motor vehicle in interstate commerce. What was the appellate court's ruling? Multiple Choice -The trial court's ruling in favor of the employer was affirmed because test-driving is not a major life activity. -The appellate court granted judgmen
The trial court's ruling in favor of the employer was reversed because there was a genuine issue of fact as to whether test-driving was truly "essential" to the job of technician and remanded the case to a jury trial. Explanation: The trial court's ruling in favor of the employer was reversed because there was a genuine issue of fact as to whether test-driving was truly "essential" to the job of technician and remanded the case to a jury trial.
Which of the following is not true regarding venture capital firms? Multiple Choice -They usually insist on substantial control of the corporation being funded through membership on its board or through appointments to certain officer positions. -They generally concentrate on one specific industry. -They are generally long-term investors. -They are generally a source of expertise in operations and expansion of the corporation being funded.
They are generally long-term investors.
_______ of the Civil Rights Act of 1964 and its amendments make up the centerpiece of antidiscrimination statutes. Multiple choice question. -Title X -The ADA -Title VI -Title VII
Title VII
The American Recovery and Reinvestment Act of 2009 established the _________ to administer the loans. Multiple choice question. -Troubled Assets Relief Program -Federal WhistleBlower Act -Dodd-Frank Act -Sarbanes Oxley Act
Troubled Assets Relief Program
According to federal antidiscrimination laws not all discrimination is illegal. -True -False
True Reason: Yes, one fundamental tenet of federal antidiscrimination laws is that not all discrimination is illegal.
In a manager-managed LLC, non-managing members generally do not have the authority to: _______. Multiple choice question. -be an employee of the venture -act on behalf of the business venture -declared taxable returns on the company -invest in the company
act on behalf of the business venture
True or false: Affirmative action in employment began during World War II when President Franklin D. Roosevelt issued an executive order banning racial, religious, and gender discrimination in the defense industry. -True -False
True Reason: Yes, that is true, affirmative action in employment began during World War II when President Franklin D. Roosevelt issued an executive order banning racial, religious, and gender discrimination in the defense industry.
True or false: Congress overhauled the entire corporate governance regulatory structure with the Sarbanes-Oxley Act of 2002 (SOX Act) -True -False
True Reason: Yes, that is true. Congress overhauled the entire corporate governance regulatory structure with the Sarbanes-Oxley Act of 2002 (SOX Act)
Under the SOX Act an officer who certifies a required financial report filing knowing that the report is inaccurate will be subject to criminal penalties of up to $1 million in fines and 10 years of incarceration. -True -False
True Reason: Yes this is true. Under the SOX Act an officer who certifies a required financial report filing knowing that the report is inaccurate will be subject to criminal penalties of up to $1 million in fines and 10 years of incarceration.
True or false: A corporation's bylaws are not filed with the state but are kept in the corporate records. True False
True. Reason: A corporation's bylaws are not filed with the state but are private and kept in the corporate records.
Accounting firms that audit public companies accessing __________ capital markets are required to register with the Public Company Accounting Oversight and are subject to its oversight and enforcement authority. Multiple Choice -World-wide -Australian -European -U.S.
U.S
The Sarbanes-Oxley Act specifically directs the __________ to amend sentencing guidelines to provide for harsher penalties for those convicted of securities fraud statutes. Multiple Choice -U.S. Sentencing Commission -All of the choices are correct. -Publicly-Held Sentencing Commission -Privately-Funded Sentencing Commission
U.S. Sentencing Commission
Pfeffer Pharmaceuticals Inc. wishes to raise a substantial amount of capital to grow the business. The board decides to seek the services of a professional group of investors who will temporarily exercise a substantial amount of control over the board to use their expertise to grow the corporation. However, since this control is meant to be temporary, they must have an "exit strategy." What type of services is Pfeffer Pharmaceutical seeking? Multiple Choice -Venture Capital Firms -Diversificati
Venture Capital Firm
Viro and Winona are both tenured associate professors in a school's English Department. Winona is constantly asking Viro out on dates, which he always refuses. He has asked her to stop. Furthermore, Winona is always making provocative comments to him, telling dirty jokes, and asking him about his preferences in women, which embarrasses him and has caused him to lose sleep. If Viro sues the school for permitting her behavior, Multiple Choice -the school would win because a woman can't harass a m
Viro would win if he had previously complained to the school and it had done nothing to stop the harassment.
When does an initial public offering (IPO) occur? Multiple Choice -When a for-profit corporation seeks to become a nonprofit corporation. -When a public corporation seeks to become a professional corporation. -When a publicly held corporation seeks to become a privately held corporation. -When a privately held corporation seeks to become a publicly held corporation.
When a privately held corporation seeks to become a publicly held corporation.
In Bammert v. Don's Super Valu, Inc., the __________ Supreme Court refused to apply the public policy exception when the wife of a police officer alleged that she was fired in retaliation after her husband arrested her employer's wife. Multiple Choice -Iowa -Wisconsin -Illinois -Kentucky
Wisconsin
Suppose Joseph and James are shareholders of JJ, Inc and obtain a credit card from BIGBOX Credit Co. James and Joseph use the credit card in good faith to make purchases to operate the business. For several years, JJ Inc conducts business and pays its debts regularly. However, their business industry enters a 'great recession' and many are forced into default. Suppose that BIGBOX sues James and Joseph personally. Will the corporate veil protect them? Multiple choice question. -Yes, the corporat
Yes, the corporate veil will protect them because they acted in good faith and paid their bills for three years.
Which of the following gives a person the right to vote at an annual meeting? Multiple Choice -a bond -a promissory note -a share of stock -a debenture
a share of stock
An owner of a corporation is called Multiple Choice -A board member -A principal -An officer -A shareholder
a shareholder
A bona fide occupational qualification (BFOQ) that is reasonably necessary to the normal operation of that particular business or enterprise is Multiple Choice -up to the employer only -never allowed -allowed for race -allowed -Explanation
allowed Explanation: Federal antidiscrimination statutes allow employers to hire and employ on the basis of religion, gender, or national origin when the classification is a bona fide occupational qualification (BFOQ) that is reasonably necessary to the normal operation of that particular business or enterprise. Note that the statutes do not allow race to be used as a BFOQ. The ADEA has a similar BFOQ defense. Although the ADA does not have an express BFOQ provision, the statutory scheme allows exclusion of persons with disabilities if the person, with or without reasonable accommodation, cannot perform essential job functions (a concept similar to BFOQ).
To qualify for _______, the employee must have a documented disability. Multiple choice question. -a remedy -an accommodation -a defensible claim -equal pay
an accommodation
Le Maillot Jaune, Inc., is a sports clothing retailer incorporated in France. If it transacts business in Chicago, Le Maillot Jaune, Inc. would be characterized as Multiple Choice -a domestic corporation. -a foreign corporation. -an alien corporation. -a native corporation.
an alien corporation
Corporate officers are Multiple Choice -appointed or elected by the board. -elected by the shareholders. -appointed by the board and ratified by the shareholders. -elected by the shareholders and ratified by the board.
appointed or elected by the board
To form a corporation, principals file _______ with a state authority that sets out the corporation's name, purpose, number of shares issued, and address of the corporation's headquarters. Multiple choice question. -articles of incorporation -public offering company -bylaws -equitable financing company
articles of incorporation
An LLC is formed by filing the _______ (also called the certificate of organization) with the designated public official in that state, such as the secretary of state or the state's corporation bureau. Multiple choice question. -articles of organization -operating articles -charter -incorporation certification
articles of organization
The employment-at-will rule is decidedly __________ toward protecting the interests of the employer. Multiple Choice -biased -ratification -neutral -unbiased
biased
The ADEA is similar to Title VII in that protected employees ______ and become members of a special class if ______. Multiple choice question. -do not get special treatment, employers discriminated against them in favor of a substantially older employee -get special treatment, employers discriminated against them in favor of a substantially older employee -get special treatment, employers discriminated against them in favor of a substantially younger employee -do not get special treatment, empl
do not get special treatment, employers discriminated against them in favor of a substantially younger employee
In the state of its incorporation, a corporation is referred to as a(n) ________. Multiple choice question. -domestic corporation -foreign corporation -public corporation -friendly corporation
domestic corporation
In the event an employee is terminated for whistleblowing, the Dodd-Frank anti-retaliation provision allows the whistleblower to sue for up to __________. Multiple Choice -treble damages -$500,000 -nominal damages -double back pay
double back pay
________ occurs when corporations pay taxes on their earnings, and shareholders pay taxes on any corporate earnings distributed to them in the form of dividends. Multiple choice question. -Distribution taxation -Public taxation -Double taxation -Corporate taxation
double taxation
Courts hold that a director breaches her _______ when she has failed to fulfill her role in oversight. Multiple choice question. -duty of loyalty -business judgment -duty of care -self-dealing duty
duty of care
The employment-at-will rule is decidedly biased toward protecting the interests of _______. Multiple choice question. -employers -independent contractors -nobody -employees
employers
Certain federal and state statutes displace common law _______ rules. Multiple choice question. -implied contract -employment-at-will -whistleblower -good faith and fair dealing
employment-at-will
The starting point for analyzing the legal relationships between employers and employees is the _______, a deep-seated common law rule that exists in some form in every US jurisdiction. Multiple choice question. -employer-option doctrine -employment-at-will doctrine -employee-first doctrine -public policy doctrine
employment-at-will doctrine
Similar to BFOQ, the ADA has a statutory scheme which allows _______ of persons with disabilities if the person, with or without _________, cannot perform essential job functions. Multiple choice question. -inclusion, reasonable accommodation -inclusion, strict accommodation -exclusion, reasonable accommodation -exclusion, strict accommodation
exclusion, reasonable accommodation
The ADA Amendments Act of 2008 (ADAAA) __________ the statutory protections to specifically cover disabilities that had been excluded from coverage by virtue of the Supreme Court's ADA case law. Multiple Choice -lowered -expanded -None of the choices are correct. -threatened
expanded Explanation: Although the basic definition of disability under the original ADA was left in place, the ADAAA expanded the statutory protections to specifically cover disabilities that had been excluded from coverage by virtue of the Supreme Court's ADA case law. The ADAAA includes a requirement that courts make a determination of one's disability without regard for the ability to correct the condition with "medication, artificial aids," and other "assistive technology."
One major exception to the employment-at-will rule is when an employee has a(n) _______ contract intended to displace the employment-at-will rule. Multiple choice question. -express -statutory -implied -good faith
express
The employment-at-will doctrine does not apply in cases where the employee has a(n) Blank______ contract. Multiple choice question. -public -express -implied -quasi
express
The Sarbanes-Oxley Act specifically gives the SEC the authority to intervene in any __________ payments made by a company that may be the subject of an SEC investigation. Multiple Choice -obligatory -offered -nominal -extraordinary
extraordinary
Because it is a pass-through entity, an LLC can avoid double-level taxation. Double taxation refers to _______. Multiple choice question. -imposing taxes on the capital contributions only -collecting taxes at dissociative events -paying taxes up front by investors -imposing taxes on both the entity and its members
imposing taxes on both the entity and its members
Officers, directors, and controlling shareholders of a corporation (known as _______) are in a unique position of trust to guide the corporation in a certain direction. Multiple choice question. -corporate officials -outsiders -fiduciaries -insiders
insiders
The Faragher/Ellerth defense is a __________ created affirmative defense whereby an employer may avoid vicarious liability by proving that a system was in place that was intended to deter, prevent, report, and correct any harassment. Multiple Choice -adminstratively -judicially -statutorily -None of the choices are correct.
judicially
Collective bargaining agreements (CBAs), are negotiated by a/an __________ union on behalf of a group of employees. Multiple Choice -agent -labor -None of the choices are correct. -worker
labor
Collective bargaining agreements are negotiated by _______ on behalf of a group of employees. Multiple choice question. -company representatives -labor unions -employers -management
labor unions
Perhaps the broadest defense to employment discrimination is when a business can justify discrimination on the basis that it is __________ necessary to the business operations of the company. Multiple Choice -legitimately -unequivocally -profoundly -absolutely
legitimately
LLCs members have Multiple Choice -Limited liability -Unlimited liability -Equal liability -Shared liability
limited liability
Perhaps the most important feature of an LLC is the _______ of its members. Multiple choice question. -operating agreement -taxation -laws -limited liability
limited liability
LLC laws define dissolution of an LLC as a __________ process. Multiple Choice -Foreclosure -Termination -Wind up -Liquidation
liquidation
Most state LLC statutes distinguish between a member-managed LLC and a _______-managed LLC. Multiple choice question. -creditor -manager -partner -fiduciary
manager
An owner of an LLC is called a Multiple Choice -Partner -Shareholder -Principal -Member
member
Under Title VII, statutory protection is extended only to those who have been discriminated against based on _______. Multiple choice question. -the McDonnell Douglas test -membership in a protected class -strict liability -membership via affirmative action
membership in a protected class
The ADA requires an employer with 15 or more employees to make ______ for a disabled employee in the workplace so long as the accommodation does not cause the employer to suffer an undue hardship. Multiple choice question. -any accommodations -no accommodations -unnecessary accommodations -reasonable accommodations
reasonable accommodations
Fundamentally, officers and directors must exercise the degree of skill, diligence, and care that a(n) _______ would exercise under the same circumstances. Multiple choice question. -expert -ordinary prudent officer -reasonably prudent person -reasonable person
reasonably prudent person
The False Claims Act allows the reporting party to file a lawsuit against the organization that is accused of the fraud and to __________. Multiple Choice -place an injunction on future business activities -receive a portion of any monetary recovery -put the party accused of fraud in jail -None of the choices are correct.
receive a portion of any monetary recovery
If a person does not have a "disability" under the ADA, employees still may be protected by the ADA under the _______ test. Multiple choice question. -substantial -Lily Ledbetter -regarded-as -equal pay
regarded-as
Even if an individual does not meet the definitional requirements of disability under the ADA, employees still may be protected by the ADA under an alternative theory of the act known as the __________. Multiple Choice -usage agreement -All of the choices are correct. -regarded-as test -employment contract
regarded-as-test
Employers may not terminate an employee as __________ for reporting the employer to the authorities. Multiple Choice -misapprehension -misappropriation -retaliation -mistake
retaliation
The U.S. Supreme Court __________ the lower court's decision and ruled in favor of Digital Realty. (Digital Realty Trust Inc v. Somers, 138 S. Ct. 767 (2018). Multiple Choice -affirmed -reversed -itemized -investigated
reversed
In McQueary v. The Pennsylvania State University, Pa. Ct. of Common Pleas, No. 2012-1804 (2016), the court Multiple Choice -ruled in favor of Penn State -reversed the case for extensive findings -ruled in favor of McQueary -remanded the case to another court
ruled in favor of McQueary
In Wurtz v. Beecher Metro District, 848 N.W.2d 121 (Mich. 2014), the court ruled: Multiple Choice -ruled in favor of Wurtz -ruled in favor of the District -remanded the case -None of the choices are correct.
ruled in favor of the District
Dodd-Frank requires companies to adopt a __________ policy through a nonbinding resolution in their proxy statements asking shareholders whether they approve the compensation or any severance agreement provision (i.e., golden parachute) for their executive management. Multiple Choice -"trade-on-pay" -"pay-on-say" -"pay-on-trade" -"say-on-pay"
say on pay
Dodd-Frank requires companies to adopt a "_______" policy through a nonbinding resolution in their proxy statements asking _______ whether they approve the compensation or any severance agreement provision for their executive management. Multiple choice question. -say-on-pay, shareholders -shareholders, golden parachute -say-on-pay, directors -directors, golden parachute
say-on-pay, shareholders
Several people have decided to go into business as an LLC. To cover all contingencies, they want to specify what constitutes an act of dissociation and outline the procedures upon dissolution. This information would be included in Multiple Choice -the certificate of organization. -the Uniform Limited Liability Company Act. -the operating agreement. -common law—the members may not negotiate these rights.
the operating agreement
Once the plaintiff has established a prima facie case under the McDonnell Douglas standard and the defendant has presented justification for the actions taken, the plaintiff must now prove any of the following except Multiple Choice -the defendant's stated reasons had no basis in fact. -the stated reasons were insufficient to explain the defendant's actions. -the stated reasons were not the true and accurate reasons. -the stated reasons contain a mixed motive.
the stated reasons contained a mixed motive
If an employee was fired because a supervisor acted maliciously, the employee may have a claim against the employer for ________. Multiple choice question. -the tort of wrongful termination -breach of the covenant of good faith and fair dealing -violation of the false claims act -violation of whistleblower laws
the tort of wrongful termination
In a disparate impact case, if an employer can show that a challenged employment practice is job-related and consistent with business necessity, the plaintiff can still win by showing that Multiple Choice -there is an alternative practice that would have fewer discriminatory effects, but the employer declines to use it. -the employer has engaged in a pattern or practice of discrimination. -there is additional evidence of a discriminatory motive. -the difference in selection rates across protect
there is an alternative practice that would have fewer discriminatory effects, but the employer declines to use it Explanation: If a reasonable alternative method is available that will eliminate discriminatory impact, the employer is required to use it.
In a disparate impact case, if an employer can show that a challenged employment practice is job-related and consistent with business necessity, the plaintiff can still win by showing that Multiple Choice -there is an alternative practice that would have fewer discriminatory effects, but the employer declines to use it. -the employer has engaged in a pattern or practice of discrimination. -there is additional evidence of a discriminatory motive. -the difference in selection rates across protect
there is an alternative practice that would have fewer discriminatory effects, but the employer declines to use it.
__________ states and the District of Columbia have created statutes that provide an incentive to report fraud involving state-funded programs. Multiple Choice -Twenty-three -Thirty -Nineteen -Twenty-seven
thirty
The Faragher and Ellerth cases held that an employer could be held _______ for sexual harassment by a(n) _______ co-worker if the employee can prove the employer was negligent in responding to a sexual harassment complaint made to a supervisor. Multiple choice question. -not liable, supervisory -vicariously liable, supervisory -not liable, nonsupervisory -vicariously liable, nonsupervisory
vicariously liable, nonsupervisory
A(n) Blank______ is one that communicates information relating to illegal conduct in financial reporting or corporate governance and is protected against retaliation by the company. Multiple choice question. -director -shareholder -instigator -whistleblower
whistleblower
A(n) _______ is an employee who reports an employer's unlawful conduct or a statutory violation to the authorities. Multiple choice question. -statutory employee -whistleblower -laborer -good faith employee
whistleblower
Generally, _______ are protected when they report the violation of a law or standard by their employer to the authorities. Multiple choice question. -implied employees -whistleblower employees -public policy employees -statutory employees
whistleblower employees
One of the most important statutes against employer termination is statutory protection for _______. Multiple choice question. -whistleblowers -labor contractors -common law employees -employees-at-will
whistleblowers
Under RUPA a majority of dissociations are the result of which of these events? (Choose three correct answers.) Multiple select question. -A partner's bankruptcy -Expulsion by a majority vote -The partner's inability to carry out their duties to the partnership -Voluntary separation from the partnership
-A partner's bankruptcy -The partner's inability to carry out their duties to the partnership -Voluntary separation from the partnership
Sole proprietorships are limited in their options for raising money. These options include which of the following? (Choose ALL correct answers). Multiple select question. -Financing using the proprietor's personal resources. -Taking on a partner. -Financing by selling ownership in their business venture. -Financing the business through debt.
-Financing using the proprietor's personal resources -Financing the business through debt
Limited partnerships may not sell ownership rights through the ______. (Choose two correct answers) Multiple select question. -NASDAQ -sale of equity -NYSE -private transactions
-NASDAQ -NYSE
Under the _______ partners do not have rights to _______ partnership property. (Choose two best answers) Multiple select question. -general -RUPA -UPA -specific
-RUPA -specific
Under both _______ and ______, each partner has the right to be informed of the partnership's business. (Choose two correct answers) Multiple select question. -UPA -CFR -RUPA -FTC
-UPA -RUPA
When can a partnership be dissolved? (Choose all the correct answers) Multiple select question. -When it has dissolution mandated by creditors -When the motion for dissolution has majority consent of general the partners -When there is unanimous consent of general partners and the consent of any limited partner that owns a majority of the rights to receive a distribution as a limited partner -When it has reached its agreed-upon term
-When there is unanimous consent of general partners and the consent of any limited partner that owns a majority of the rights to receive a distribution as a limited partner -When it has reached its agreed-upon term
Situations that require a unanimous vote under the RUPA include: _______. (Choose all that are correct) Multiple select question. -amending the partnership agreement -contracting with new client -acts outside the ordinary course of business -admission of a new partner
-amending the partnership agreement -acts outside the ordinary course of business -admission of a new partner
The _______ lists how much value each partner has contributed to their _______ capital accounts. Multiple choice question. -operating agreement, joint -operating agreement, individual -capital contribution, joint -capital contribution, individual
-capital contribution, individual
Partners may wish to structure profits and losses to reflect: _______ or _______. (Choose two correct answers) Multiple select question. -fiduciary duties -capital contributions -property division -amount of work
-capital contributions -amount of work
Limited partnerships are generally funded either through _______ (e.g., by borrowing money from the principals or a commercial lender) or by selling _______ (e.g., by selling a percentage of ownership rights in the partnership and any profits of the business). (Choose two correct answers) Multiple select question. -taxable donations -capital contributions -debt -equity
-debt -equity
A sole proprietorship is terminated either by _______ or by _______ in the case of the death or personal bankruptcy of the proprietor. (Choose two correct answers) Multiple select question. -an express act of the principals -an express agreement among the partners -operation of law -an express act of the corporate directors
-express act of the principals -operation of law
The fundamental purpose of a _______ limited partnership is to enable wealthy members of one generation to _______ as a gift to heirs. Multiple select question. -family -distribute assets -taxable -avoid taxes
-family -distribute assets
Which of the following types of firms are allowed to use the LLP business structure? (Choose ALL correct answers). Multiple select question. -Family businesses. -Accounting firms. -Law firms. -Corporations.
-family businesses -accounting firms -law firms
If Joan Gates wishes to "do business as" Gates Consulting, she would create a(n) _______ or DBA with a local or state office. (Choose all correct answers) Multiple select question. -franchise -fictitious name -trade name -sole proprietorship
-fictitious name -trade name
In some states, if Joan Gates does business as "Gates Consulting" she would file for a certificate of ______ with a local or state office. Multiple choice question. -sole proprietorship -fictitious name -franchise -trade name
-fictitious name -trade name
A limited partnership has at least one _______ partner (managing principal) and at least one _______ partner (investing principal).(Choose ONE correct answer) Multiple choice question. -general, liable -general, limited -limited, general -taxable, limited
-general, limited
To form a limited partnership, the _______ partner files a certificate of _______ partnership with the state government authority (usually the secretary of state's office). Multiple choice question. -general, limited -limited, general -general, financing -limited, financing
-general, limited
Each general partner in a limited partnership _______. (Choose two correct answers) Multiple select question. -has personal liability -is liable for all of the partnership's debts and liabilities -cannot be forced to pay more than their contribution to the partnership -has limited liability
-has personal liability -is liable for all of the partnership's debts and liabilities
Partnership property is any property that is: _______. (Choose all that are correct) Multiple select question. -held in the name of the partnership -purchased with personal funds -used for partnership business -purchased with partnership funds
-held in the name of the partnership -used for partnership business -purchased with partnership funds
Because LLPs are pass-through entities, _______ are _______ and may sometimes help to reduce taxes on other sources of revenue on the individual's tax return. (Choose two correct answers) Multiple select question. -profits -capitalizations -deductible -losses
-losses -deductible
Property used for the partnership business may become subject to either: _______ or _______. (Choose two correct answers) Multiple select question. -personal ownership -partnership ownership -creditors' claim to use -partnership's claim to its use
-partnership ownership -partnership's claim to its use
In a sole proprietorship, all debts and liabilities of the business are also personal debts and liabilities of the __________. (Choose all the correct answers) Multiple select question. -principal -partner -sole proprietor -owner
-principal -sole proprietor -owner
Under RUPA's default rule, both ______ and _______ must be split equally among all partners. (Choose two correct answers) Multiple select question. -debits -profits -credits -losses
-profits -losses
A right to be informed about the partnership business involves the right to: _______. (Choose all that are correct) Multiple select question. -client and trademark information -request and review contracts -financial information -review minutes taken during meetings
-request and review contracts -financial information -review minutes taken during meetings
The best choice of business entity is driven primarily by the following factors: _______. (Choose all the correct answers) Multiple select question. -the financial status of the owners -risk -tax -operational objectives
-risk -task -operational objectives
The RUPA states that any partner may _______ on behalf of the partnership that is within the ordinary course of the partnership's business. (Choose ALL correct answers). Multiple select question. -sign a contract -make decisions that are binding on all partners -tax the remaining partners -demand increased capital contributions
-sign a contract -make decisions that are binding on all partners
Most _______ are relatively small in terms of assets and revenues, and are not restricted in terms of the number of _______ and can operate in as many locations as the principal desires. Multiple select question. -investors -employees -sole proprietorships -business entities
-sole proprietorships -employees
When choosing a business entity, principals should consider the following factors: _______. (Choose all the correct answers) Multiple select question. -taxation -estate planning -liability -ease of formation
-taxation -liability -ease of formation
A franchise agreement generally covers the following: Multiple select question. -territory rights -commitments from the franchisee for training -term of the agreement -franchise fees
-territory rights -term of the agreement -franchise fees
To avoid the property provision, before the partnership is started, a partner must decide: _______ or _______. (Choose two correct answers) Multiple select question. -whether the property is owned individually -whether the property is a capital contribution -whether the property is owed to a creditor -whether the property belongs to a limited partnership
-whether the property is owned individually -whether the property is a capital contribution
Unless the partnership agreement specifies otherwise, all partners have which of the following? Multiple choice question. -Management rights based on amount of contribution to profits. -Management rights based on capital contribution. -Equal management rights. -Management rights based on hours worked.
Equal management rights
True or false: Dissociation is the only way that a partnership may be dissolved. -True -False
False Reason: Dissociation is not the only way that a partnership may be dissolved.
The _______ is the federal regulatory authority that oversees the regulation of franchisors. Multiple choice question. Federal Regulatory Commission (FRC) Congress Supreme Court Federal Trade Commission (FTC)
Federal Trade Commission (FTC)
Generally, in a(n) _____ all partners have liability protection for debts and liabilities of the partnership. Multiple choice question. -LLP -RULPA -GP -LP
LLP
In the absence of a partnership agreement, the _______ is likely to govern a general partnership. Multiple choice question. -LUPA -RUPA -ZUPA -YUPA
RUPA
True or false: In a partnership agreement, if all the partners agree that Billy's capital contribution should be greater because he has provided the lyrics and melodies for the band's songs, he may be entitled to a higher proportion of the profits. -True -False
True Reason: That is a true statement. In a partnership agreement, if all the partners agree that Billy's capital contribution should be greater because he has provided the lyrics and melodies for the band's songs, he may be entitled to a higher proportion of the profits.
A disagreement among partners is resolved through ______, and a _______ is usually required to win. Multiple choice question. -a vote, majority vote -litigation, court order -mandatory mediation, court order -a vote, unanimous
a vote, majority vote
A(n) _______ agreement allows remaining partners to purchase the partnership interest of a(n) _______ partner. (Choose two best answers) Multiple choice question. -management, withdrawing -management, over-capitalized -buy-sell, withdrawing -buy-sell, over-capitalized
buy-sell, withdrawing
A proprietors ownership interest in a sole proprietorship _______ to her heirs through a gift or an estate. Multiple choice question. -can pass -cannot pass -may pass -can pass when the estate tax is paid
cannot pass
Under RUPA's default rules, each partner has an equal right to _______ the business. Multiple choice question. -co-manage -jointly and severally protect -indemnify -care for
co-manage
A(n) _______ loan is usually collateralized by an asset of equivalent value typically consisting of the proprietor's personal assets to get a lower interest rate. Multiple choice question. -fee simple -unsecured -private -commercial
commercial
A buy-sell agreement helps ensure the _______ of the partnership business and can avoid legal disputes if a valuation methodology is provided. Multiple choice question. -dissolution -management -bankruptcy -continuity
continuity
The _______ prohibits a general partner from engaging in competition with the interests of the partnership and also prohibits other conflicts of interest. Multiple choice question. -duty of care -duty of loyalty -duty of capital contribution -duty of good faith
duty of loyalty
A partner is entitled to a(n) _______ under the default rules. Multiple choice question. -equal share of profits -majority salary -minimal share of profits -buy-sell agreement
equal share of profits
In a limited partnership, one of the primary differences between general partners and limited partners is: _______. Multiple choice question. -how it is formed -taxable income -whether the government is favorable -extent of day-to-day management
extent of day-to-day management
A(n) _______ limited partnership is simply a limited partnership that is used for estate planning for families of considerable wealth. Multiple choice question. -family -estate -general -unincorporated
family
Partners owe each other several _______ duties which means acting in the partnership's best interests. Multiple choice question. -ethical -good faith -fiduciary -legal
fiduciary
A(n) _______ distributes its products to a broader market without the overhead costs of retail space, equipment, and employees. Multiple choice question. -sole proprietorship -franchise -FTC entity -over-capitalized partnership
franchise
A(n) _______ should be thought of as a method of conducting business that centers on a contractual relationship rather than as a business entity. Multiple choice question. -franchisee -company -sole proprietorship -franchise
franchise
Federal statutes define a(n) _______ as an arrangement of a continuing commercial relationship for the right to operate a business with a particular trade name or sell the seller's branded goods. Multiple choice question. -franchisee -franchisor -sole practitioner -franchise
franchise
A franchise involves the two parties: the _________ who is a business entity that has a proven track record of success, who sells to a(n) _______ the right to operate the business and use the business's trade secrets, trademarks, and products. Multiple choice question. -franchisee, franchisor -franchisor, franchisee -FTC, franchisee -FTC, franchisor
franchisor, franchisee
In partner-to-partner transactions, each partner owes each other _______. Multiple choice question. -nothing -full disclosure -loyalty -an accounting
full disclosure
The principal of a sole proprietorship reports business income and expenses on her own _______ and pays taxes on business income (or deducts business losses) based on the applicable _______. Multiple choice question. -corporate tax return, individual tax rate -individual tax return, individual tax rate -individual tax return, corporate tax rate -partnership tax return, corporate tax rate
individual tax return, individual tax rate
Under RUPA, all partners face _______ liability for contract and tort-related obligations. Multiple choice question. -contractual -no -joint-and-several -minimally invasive
joint-and-several
A(n) _______ partnership is an entity that exists by virtue of a state statute and has at least one general partner and one _______ partner. (Choose ONE correct answer) Multiple choice question. -management -limited -special -taxable
limited
_______ partnerships are formed when a general partnership files a statement of qualification with the appropriate public official, but the conversion of the partnership must be approved by _______ of the ownership. (Choose two correct answers) Multiple choice question. -Limited liability, a majority -Limited family, a majority -Limited family, unanimous consent -Limited liability, unanimous consent
limited liability, a majority
A(n) limited partner's liability is _______. Multiple choice question. -unlimited -limited to the amount contributed to the partnership -set by statute -limited to the amount of personal assets held
limited to the amount contributed to the partnership
A close cousin to a commercial loan is a commercial ______ which allows a proprietor to draw against a predetermined credit limit. Multiple choice question. -franchise -loan -line of credit -quid pro quo
line of credit
The biggest advantage of a(n) _______, which is typically secured by collateral, is that the borrower only pays interest on the funds actually drawn instead of the full amount of a loan. Multiple choice question. -commercial loan -line of credit -unsecured credit -private loan
line of credit
By law the capital contribution must be returned to each partner when the partnership assets are _______. Multiple choice question. -realized -liquidated -dissociated -divested
liquidated
The owners of a limited liability company are called which of the following? Multiple choice question. -members -directors -limited partners -shareholders
members
When choosing a business entity, principals should carefully consider the extent of _______ for debts and contracts. Multiple choice question. -stakeholder liability -government liability -company liability -personal liability
personal liability
In the context of business entities, ________ is a generic word for individuals who are entitled to the profits of a business based on their percentage of ownership. Multiple choice question. -contractor -delegator -principal -franchisor
principal
Each form of business entity has its attendant advantages, drawbacks, and legal consequences for the owners, known as Blank______ of the business. Multiple choice question. -franchisor -principals -delegatee -assignee
principals
_______ loans are typically through individuals who negotiate such items as interest rate directly with the proprietor. Multiple choice question. -Bank -Private -Commercial -Quid pro Quo
private
_______ loans come from family members and friends and are paid back according to their individual agreement. Multiple choice question. -Line of Credit -Private -Commercial -Bank
private
If a partner within the ordinary course of business makes a payment on behalf of the partnership, the partner must be _______ for the expense. Multiple choice question. -indemnified -taxed -reimbursed -cleared
reimbursed
A partnership agreement may limit a(n) _______ to a specified dollar amount. Multiple choice question. -reimbursement -indemnity -taxation -buy-sell agreement
reimbursement
Businesses that are _______ and have a relatively low potential for liability usually do not require the protection and flexibility offered by more complex forms of business entities. Multiple choice question. -managed by a third party -taxes as a separate entity -over-capitalized -self-funded
self-funded
In cases where an LLP partner has engaged in some misconduct or tortious conduct, the LLP acts to ______, and ______. Multiple choice question. -not shield the personal assets of other partners; not the partner who committed the negligence -shield the personal assets of other partners; the partners who committed the tortious act -shield the personal assets of other partners; not the partner who committed the negligence -not shield the personal assets of other partners; the partners who committe
shield the personal assets of other partners; not the partner who committed the negligence
Under Rupa's default rules, partners' right to manage the business implies that each partner has the ability to _______. Multiple choice question. -indemnity of their partners -share profits and losses with the other partners -sign contracts on behalf of the partnership -tax the other partners
sign contracts on behalf of the partnership
Most states recognize at least _______ forms of business entities. Multiple choice question. -three -five -six -seven
six
The chief drawback to the _______ as a form of entity is the owner's complete lack of protection for unpaid debts and liabilities of the business. Multiple choice question. -sole proprietorship -franchise -principalship -general partnership
sole proprietorship
The easiest single-person ownership entity to form and maintain is a(n) _______. Multiple choice question. sole proprietorship manager run partnership franchise under-capitalized company
sole proprietorship
The simplicity of the _______ makes this entity a top choice for start-up businesses with relatively low annual revenues and expenses. Multiple choice question. -sole proprietorship -franchise -manager run partnership -under-capitalized company
sole proprietorship
_______ have no oversight committees (such as a board of directors), do not require any agreements among principals, and may be converted to another form of entity. Multiple choice question. -Sole franchises -Corporations -Sole proprietorships -Limited liability companies.
sole proprietorships
A franchise agreement that covers _______ rights usually provides the franchisee with an exclusive geographic area. Multiple choice question. -royalties -territory -termination -term limits
territory
A partner violates his duty of loyalty if he personally takes advantage of a business opportunity that: Multiple choice question. -benefits him personally. -is not in conflict with the partnership. -is not profitable. -would have benefited the partnership.
would have benefited the partnership.