21 Which of the following is true? a) Under NY law, directors may vote to issue stock for less than par value if directors determine it is in best interest of corp. because the directors are agents of the corporation; b) Under NY law, directors may never issue stock for less than par value, even if it is in the best interests of the corporation; c) Under federal law and under NYS law, directors may vote to issue stock for less than par value if directors determine it is in best interest of corp. because they are the agents of the corporation; d) Under federal law and under NYS law, directors may never issue stock for less than par value, even if directors determine, it is in best interest of corp. 22 Which of the following is not permitted? a) a corporation accepting a horse in exchange for a share; b) a corporation accepting services in exchange for a share; c) a corporation accepting foreign currency to buy a share; d) none of the above 23 Which of the following entities may elect its own classification for federal tax purposes: a) general partnership; b) limited liability company; c) a C corporation; d) none of the above. 24 Which of the following is true? a) Under NYS law, all business entities are required to file informational tax returns only; b) Under federal tax law, all business entitles are required to file informational tax returns only. c) If a company is hiring employees off the books, that company is not required to file any tax returns. d) None of the above. English (United States) 12 Accessibility: Good to go Focus IE EMultiple Choice Questions 1 through 24: 1 One individual may own the following business entity(ies): a) limited liability company, C corporation, and S corporation b) C corporation and S corporation, but not a limited liability company c) S corporation only d) neither the limited liability company, nor the C corporation, nor the S corporation 2 The following business entity(ies) enjoys/enjoy pass-through taxation status: general partnership only limited partnership only neither the general partnership nor the limited liability partnership both the general partnership and the limited liability partnership 3 May an individual work for a corporation as an independent contractor and not as an employee: a. Yes, a corporation is a person under the law and could hire whomever it pleases. b. Yes, a corporation is a person under the law, but needs pre-approval from the IRS to classify someone as an independent contractor. c. Yes, but only if the individual works for the corporation alone and not for any other companies during her term of employment with the corporation; d. A corporation may not hire independent contractors to do work for the corporation. 4 A business entity where the owners have unlimited personal liability is: a) both sole proprietorship and general partnership b) sole proprietorship only c) neither the sole proprietorship nor the S corporation d) both the sole proprietorship and the C corporation 5 Adam is CEO of Eve's Apple, Lid. When acting for "Apple" in the ordinary course of business, Adam is a. Agent only; b. Agent and Principal; c. Principal Only; d. Neither. 6 Aniella employs Legal Staffing, Inc. under written agreement that describes the rights and duties of both parties. This is: a) apparent authority; b) ratified authority; c) express authority; d) implied authority. nglish (United States) 12 Accessibility: Good to go12 Who is/are agent(s) of a general partnership? only the partners; neither partner; | edge only the employees; the partners and the employees 13 A form of business entity that is authorized to transact business regardless of the number of owners is corporation; general partnership; sole proprietorship; none of the above. 14 Afran & Russo, P.C is: a professional corporation, whose president is a phenomenal teacher; a professional corporation, whose president is the most annoying person on earth; a professional corporation of dancers; is not a professional corporation at all. 15 An employer identification number may be obtained from: only the IRS; only the county clerk in which the business operates; eage only the NYS Department of State; either the IRS or NYS Department of Taxation and Finance. 16 Love me, Corp. wants to amend its bylaws. More work for you. You draft the amended bylaws, and your boss is very happy with drafting because your grammar is impeccable. Your boss tells you to file the amended bylaws with the New York Secretary of State. The following is true: a) The amendment to the bylaws is placed in the corporate minute book, but not filed with the Secretary of State. b ) The amendment to the bylaws is filed with the Secretary of State and placed in the corporate minute book. C) The amendment to the bylaws is neither filed with the Secretary of State, nor placed in the corporate minute book, but distributed to the shareholders. d) Bylaws cannot be amended, except with the permission of the stockholders. English (United States) 12 Accessibility: Good to go Focus E7 Nerds, Inc. employs Josh as its agent. During the agency, Poindexter learns new skills: he is taught how to use Excel. After termination of the agency, Josh uses those new Excel skills in a new job. Josh has breached: no duty; duty of loyalty; duty of confidentiality; duty to act in the best interest of the Principal. 8 By-laws are developed for a) limited liability companies; b) all corporations; c) only C corporations; d) none of the above . 9 Jordan and Justin are partners in a real estate investment group. Jordan invests $500,000 of his own money to acquire properties for the general partnership. Justin invests no money, but provides his labor only. Justin handles the real estate transactions. Justin makes some bad deals and now the group owes $800,000 in delinquent mortgage payments. Jordan can be held personally liable for: $400,000; $800,000; $0.00; only for the portion of the $800,000 that he approved. 10 Jordan and Justin are partners in a real estate investment group. Jordan is the limited partner and invests $500,000 of his own money to acquire properties for the limited partnership. Justin invests no money, but provides his labor only. Justin handles the real estate transactions. Justin makes some bad deals and now the group owes $800,000 in delinquent mortgage payments. Justin can be held personally liable for: $400,000; $800,000; $0.00; only for the portion of the $800,000 that he approved. 11 Same scenario as #10, but answer the question in connection with Jordan's liability. 12 A difference between a C corporation and an S corporation is: a) only the S corporation is considered a "person" under the law; b) only the C corporation is responsible for its own corporate debts; d ) c) the C corporation issues stock certificates, while the S corporation does not; none of the above. English (United States) Accessibility: Good to go E Focus17 Which of the following is true? a) there cannot be more than one general partner in an LP; b) a limited partner may exercise control of the LP only if it is in the best interests of the LP; c) a limited partner does not owe fiduciary duties to the LP; d) none of the above. 18 Which of the following is true? a ) S corporations may only be professional corporations. b ) Filing for "S" status and filing the Articles of Incorporation are done simultaneously in the Office of the Secretary of State. C) S status is elected after incorporation. d) S corporations do not have to file any tax returns because it is a pass-through taxation entity. 19 Which of the following is not a safe harbor for a limited partner in a limited partnership? proposing an amendment to the partnership certificate; employment as a W-2 employee to assist in management; C ) to manage only in the case of unforeseen emergency to prevent partnership waste; e attendance at a partners' meeting. 20 All partners in a general partnership: a) are required to have equal rights if they equally contribute financially; b) are not required to have equal rights, even if they equally contribute financially; c) are required to have equal rights only if they have joint and several liability; d) are not required to have equal rights unless they receive equal compensation. English (United States) 2 Accessibility: Good to go EX Focus E