1.Joe Corporation moved into new offices under a five year lease. Joe's Vice President of Marketing signed the lease with Mark, the Landlord, without being expressly authorized to do so by the board of directors. Joe Corp occupied the premises and paid rent for six months, but now wants to rescind the lease. The Chairman of the Board of Directors, calls Lawyer and asks advice. The Lawyer correctly replies:

a. No, you may not rescind the lease because the Vice President had the implied authority to enter into leases for the corporation.

b. No, you may not rescind the contract because the Board ratified the vice president's unauthorized act.

c. Yes, you may rescind the lease because the vice president was not expressly authorized to enter that lease.

d. Yes, you may rescind the lease because only the president of the corporation is authorized to enter into contracts for the corporation

e. None of the above are correct.

2.Which of the following corporate activities, if any, require shareholder approval?

a. authorization to borrow money

b. authorization to purchase corporate investments in stocks and bonds

c. authorization to issue/sell shares of common stock or preferred stock in a public or private offering

d. two of the above are correct

e. none of the above are correct

3.Unless otherwise provided by a corporation's Articles of Incorporation or Bylaws, a Board of Directors may act without a meeting if written consent setting forth the action to be taken is signed by:

a. a quorum of the directors

b. a majority of the director

c. 2/3 of the directors

d. all of the directors

4.Mary bought a $8,000 car from the Neo Motor Company by making a $3,000 down payment and by signing a security agreement which required monthly payments for four years until the remaining $5,000 was paid off. After two years of making payments, Mary defaulted still owing $3,000. Neo gave Mary notice that it intended to repossess the car, did so, and subsequently sold it for $1,800 at a private sale. The expenses of the repossession and sale of the car amounted to $300 so that Neo credited Mary's account with $1,500. This left Mary owing Neo $1,500.Which of the following statement is correct?

A. Neo can hold Mary for the $1500 deficiency

B. The expenses of retaking and selling the collateral shouldn't have been credited to Mary's account. Thus, Mary was left owing only $1200

C. Because the collateral was not sold at a public auction, the sale was not conducted in a "commercially reasonable manner" and therefore subject to challenge by Mary.

D. all of the above are correct.

5.Joe, Mike and Judy, three independent sole proprietors, decided to pool their resources and form a general partnership. Joe contributed $15,000 in capital, Mike contributed $30,000 in equipment and Judy contributed $25,000 in cash and equipment. The partnership commenced business on September 1, 2018, but the parties did not sign a formal partnership agreement until October 15, 2018. In 2019, the partnership made $6,000 in profits. The partnership agreement is silent on how profits and losses are shared. The parties are now in dispute as to how profits and losses are to be shared. Which, if any, of the following statements is/are correct?

Select one:

a.

Mike, Joe and Judy will each receive $2,000 in profits

b.

Mike will receive twice as much of the profits as Joe will receive

c.

The partnership began its existence on October 15, 2018 when the partnership agreement was signed.

d.

Two of the above are correct.