A corporation's board of directors can delegate (assign) some of its duties to

	a.	no one
	b.	incorporators.
	c.	officers.
	d.	shareholders

The minimum number of directors that must be represented at a Board of Directors meeting in order for business to be validly conducted is

	a.	three.
	b.	a quorum.
	c.	a proxy.
	d.	one

Metro Corporation seeks to hire a new officer. This requires a vote of Metro's

	a.	shareholders and directors.
	b.	shareholders.
	c.	directors.
	d.	officers.

Tri-State Fitness, Inc. licenses Exercise, Inc., pursuant to a contract, the right to operate a Tri-State Fitness gym. This is

	a.	a sole proprietorship.
	b.	a free agent relationship.
	c.	a principal-agent relationship.
	d.	a franchise.

A limited partner in a limited partnership can lose her limited liability if she

	a.	invests in a competitor of the firm.
	b.	meets with prospective clients.
	c.	votes on the firm's sale or dissolution.
	d.	participates in the management of the firm.

Common stockholders can vote on whether to

	a.	purchase additional inventory for an upcoming busy season
	b.	amend the corporation's Articles of Incorporation.
	c.	hire an officer of the corporation.
	d.	declare a dividend.

The combination ofthe assets, liabilities, stock, and employees of two corporations into one brand new corporation is called

	a.	a merger.
	b.	a consolidation.
	c.	a takeover.
	d.	an exchange of assets.

You are a junior accountant at an accounting firm, and a senior accountant delegates an assignment to you. She wants you to assist one of her clients with setting up a business entity.You meet with this client, Mr. Jenkins, and he informs you that he is planning to start a technology company with three other tech professionals. The firm will provide cybersecurity and other technological services to individuals and businesses. Mr. Jenkins will be contributing $50,000 as an initial investment in the company and the three other tech professionals will each contribute $10,000. Mr. Jenkins explains to you that because he has a lot more experience than the others, and because he is contributing more capital, he expects to receive more of the profits from the business and he would like to have a greater voice in the management of the company than the others. He also tells you that he is concerned about what would happen if the one of the other tech professionals leaves the company, as he is not sure he would like to work with anyone else. Finally, Mr. Jenkins tells you that he personally has a $1,000,000 net worth.

Please provide a short legal summary for your client, Mr. Jenkins, that explains to him the differences between using the partnership, LLC and corporation forms of business for his future technology company. Your analysis should pay attention to 1) the ability to obtain funding if the business needs cash; 2) management and control of the company; 3) exposure to liability from lawsuits and creditor claims; and, 3) taxation. What are the advantages and disadvantages of each business type for Mr. Jenkins? Which one do you recommend for him in light of his particular situation?

When shareholders do not approve of a proposed merger, they may be able to exercise their rights of

	a.	consolidation.
	b.	refusal.
	c.	appraisal.
	d.	preemption.