Question 1

Corporations are immune from criminal law because they cannot be incarcerated.

Accepted Answer

A) True 
 B)False

Question 2

What is identification theory and how does it assist the courts to impose criminal and tort liability in the case of corporate wrongdoing?

Accepted Answer

Identification theory is used by the cou...

Question 3

A court has examined evidence regarding how clearly an opportunity had been identified by a corporation and how close it was to acquiring the opportunity.What subject was the court seeking to determine?

Accepted Answer

A)   the amount of knowledge the fiduciaries possessed
B)   the position or office held by the directors or officers
C)   the nature of the corporate opportunity
D)   the nature of the fiduciary's obligation

Question 4

Which statement best exemplifies the standard of care expected of directors?

Accepted Answer

A)   The care,diligence,and skill that a reasonable shareholder would expect in comparable circumstances.
B)   The care,diligence,and skill that the average person would exercise in comparable circumstances.
C)   The care,diligence,and skill that a professional would exercise in comparable circumstances.
D)   The care,diligence,and skill that a reasonably prudent person would exercise in comparable circumstances.

Question 5

Unlike a derivative action,which is brought on behalf of the corporation,the oppression remedy is a personal action,which can be brought by shareholders and specified stakeholders.

Accepted Answer

A) True 
 B)False

Question 6

By a two thirds majority vote,EcoGreen Inc.'s shareholders approved a proposed amendment to the articles of incorporation allowing for the public ownership of the company's shares and the adoption of a dual class share structure.Zoe voted against the change.What is Zoe's best solution to her dissatisfaction?

Accepted Answer

A)   seeking a court ordered oppression remedy
B)   commencing a derivative action
C)   soliciting proxy votes
D)   exercising her dissent and appraisal right

Question 7

What is the most important factor that contributes to a minority shareholder's ability to commence a derivative action?

Accepted Answer

A)   The action must arise from discrimination against minority shareholders.
B)   The action must be a pursuit of proper and adequate disclosure of material information.
C)   The action must arise as a direct result of a fundamental change to the corporation.
D)   The action must be in the corporation's cause as a result of some injury to it.

Question 8

Identify two situations where a director may face personal liability in contract for a corporation's contracts.

Accepted Answer

A director may face personal liability o...

Question 9

Identification theory holds that a corporation is liable when the person committing the wrong is the corporation's directing mind.

Accepted Answer

A) True 
 B)False

Question 10

A unanimous shareholder agreement is an agreement that defines the relationship among people who have an ownership interest in a corporation.

Accepted Answer

A) True 
 B)False

Question 11

The oppression remedy is a personal action that can be brought by shareholders,creditors,directors,and officers.

Accepted Answer

A) True 
 B)False

Question 12

Which statement best describes the 'directing mind' of a corporation?

Accepted Answer

A)   The shareholders are the directing mind of a corporation.
B)   Any level of employee may be a directing mind depending on the circumstances.
C)   There may be more than one directing mind of a corporation.
D)   The incorporators are the directing mind of a corporation.

Question 13

What is the role of the fiduciary principle in matters with respect to corporate law relating to governance?

Accepted Answer

A)   to impose duties owed to the board of directors
B)   to impose duties owed to the corporation
C)   to uphold duties owed to creditors
D)   to uphold duties owed to a group of shareholders

Question 14

Three directors of a courier business who became aware of a business opportunity resigned and formed their own corporation in order to take advantage of the opportunity.The opportunity turned out to be very lucrative.Which of the following remedies is a court most likely to order in this situation?

Accepted Answer

A)   specific performance
B)   mandamus
C)   an accounting of profits
D)   lifting of the corporate veil

Question 15

A director does not generally attract liability for the corporation's contracts.

Accepted Answer

A) True 
 B)False

Question 16

In Peoples Department Stores v.Wise (2004) ,244 DLR (4th) 564 (S.C.C.) ,the court noted that it may be legitimate for directors to consider inter alia the interests of shareholders,employees,suppliers,creditors,consumers,governments,and the environment.How does this ruling affect the fiduciary duty owed by directors to act in the best interests of the corporation?

Accepted Answer

A)   It complicates matters,because directors are now bound to consider these outside interests.
B)   It is inconsequential,because directors are not bound to consider those interests.
C)   Duties to the corporations are confounded by duties of corporate social responsibility.
D)   It is inconsequential,because the duty owed to the corporation is relieved by social responsibility.

Question 17

Service on a board of directors carries significant risk.

Accepted Answer

A) True 
 B)False

Question 18

Which of the following is a requirement of the CSA?

Accepted Answer

A)   Public corporations must ensure financial statements are independently audited.
B)   Public corporations must ensure their boards have foreign representation.
C)   Public corporations must explain why the corporation is not adhering to best practices.
D)   Public corporations must publish quarterly financial statements.

Question 19

In which situation might a shareholder resort to the oppression remedy?

Accepted Answer

A)   to authorize the issuance of shares
B)   to obtain leave to bring an action on behalf of the corporation
C)   to prevent the directors from favouring one shareholder over another
D)   to permit a shareholder to authorize someone else to exercise his or her voting rights

Question 20

What is the authority an individual must possess to trigger an organization's criminal liability?

Accepted Answer

A)   the authority to enact organizational policy
B)   the authority to act as a subordinate manager
C)   the authority as the directing mind who commits the offence
D)   a combined authority with two or more individuals in a single chain of command

Exam 16: The Corporate Form: Operational Matters

What is the most important factor that contributes to a minority shareholder's ability to commence a derivative action?

Correct Answer
verified

Service on a board of directors carries significant risk.

Correct Answer
verified

In which situation might a shareholder resort to the oppression remedy?

Correct Answer
verified

Which of the following is a requirement of the CSA?

Correct Answer
verified

The oppression remedy is a personal action that can be brought by shareholders,creditors,directors,and officers.

Correct Answer
verified

What is the role of the fiduciary principle in matters with respect to corporate law relating to governance?

Correct Answer
verified

Which statement best exemplifies the standard of care expected of directors?

Correct Answer
verified

Three directors of a courier business who became aware of a business opportunity resigned and formed their own corporation in order to take advantage of the opportunity.The opportunity turned out to be very lucrative.Which of the following remedies is a court most likely to order in this situation?

Correct Answer
verified

Identify two situations where a director may face personal liability in contract for a corporation's contracts.

Correct Answer
verified
A director may face personal liability o...
View Answer

What is the authority an individual must possess to trigger an organization's criminal liability?

Correct Answer
verified

A director does not generally attract liability for the corporation's contracts.

Correct Answer
verified

Identification theory holds that a corporation is liable when the person committing the wrong is the corporation's directing mind.

Correct Answer
verified

Which statement best describes the 'directing mind' of a corporation?

Correct Answer
verified

Correct Answer
verified

Corporations are immune from criminal law because they cannot be incarcerated.

Correct Answer
verified

What is identification theory and how does it assist the courts to impose criminal and tort liability in the case of corporate wrongdoing?

Correct Answer
verified
Identification theory is used by the cou...
View Answer

Correct Answer
verified

A unanimous shareholder agreement is an agreement that defines the relationship among people who have an ownership interest in a corporation.

Correct Answer
verified

A court has examined evidence regarding how clearly an opportunity had been identified by a corporation and how close it was to acquiring the opportunity.What subject was the court seeking to determine?

Correct Answer
verified

Unlike a derivative action,which is brought on behalf of the corporation,the oppression remedy is a personal action,which can be brought by shareholders and specified stakeholders.

Correct Answer
verified

Exam 16: The Corporate Form: Operational Matters

What is the most important factor that contributes to a minority shareholder's ability to commence a derivative action?

Correct AnswerverifiedShow Answer

Service on a board of directors carries significant risk.

Correct AnswerverifiedShow Answer

In which situation might a shareholder resort to the oppression remedy?

Correct AnswerverifiedShow Answer

Which of the following is a requirement of the CSA?

Correct AnswerverifiedShow Answer

The oppression remedy is a personal action that can be brought by shareholders,creditors,directors,and officers.

Correct AnswerverifiedShow Answer

What is the role of the fiduciary principle in matters with respect to corporate law relating to governance?

Correct AnswerverifiedShow Answer

Which statement best exemplifies the standard of care expected of directors?

Correct AnswerverifiedShow Answer

Three directors of a courier business who became aware of a business opportunity resigned and formed their own corporation in order to take advantage of the opportunity.The opportunity turned out to be very lucrative.Which of the following remedies is a court most likely to order in this situation?

Correct AnswerverifiedShow Answer

Identify two situations where a director may face personal liability in contract for a corporation's contracts.

Correct AnswerverifiedA director may face personal liability o...View AnswerShow Answer

What is the authority an individual must possess to trigger an organization's criminal liability?

Correct AnswerverifiedShow Answer

A director does not generally attract liability for the corporation's contracts.

Correct AnswerverifiedShow Answer

Identification theory holds that a corporation is liable when the person committing the wrong is the corporation's directing mind.

Correct AnswerverifiedShow Answer

Which statement best describes the 'directing mind' of a corporation?

Correct AnswerverifiedShow Answer

Correct AnswerverifiedShow Answer

Corporations are immune from criminal law because they cannot be incarcerated.

Correct AnswerverifiedShow Answer

What is identification theory and how does it assist the courts to impose criminal and tort liability in the case of corporate wrongdoing?

Correct AnswerverifiedIdentification theory is used by the cou...View AnswerShow Answer

Correct AnswerverifiedShow Answer

A unanimous shareholder agreement is an agreement that defines the relationship among people who have an ownership interest in a corporation.

Correct AnswerverifiedShow Answer

A court has examined evidence regarding how clearly an opportunity had been identified by a corporation and how close it was to acquiring the opportunity.What subject was the court seeking to determine?

Correct AnswerverifiedShow Answer

Unlike a derivative action,which is brought on behalf of the corporation,the oppression remedy is a personal action,which can be brought by shareholders and specified stakeholders.

Correct AnswerverifiedShow Answer

Correct Answer
verified

Correct Answer
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Correct Answer
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Correct Answer
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Correct Answer
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Correct Answer
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Correct Answer
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Correct Answer
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Correct Answer
verified
A director may face personal liability o...
View Answer

Correct Answer
verified

Correct Answer
verified

Correct Answer
verified

Correct Answer
verified

Correct Answer
verified

Correct Answer
verified

Correct Answer
verified
Identification theory is used by the cou...
View Answer

Correct Answer
verified

Correct Answer
verified

Correct Answer
verified

Correct Answer
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