Discussion Question Chapter 13

Use the MBCA or the text to answer the following questions.

1. BioTech Corp. was incorporated in California and does business in Colorado. Which state's law will apply in determining how many days' notice of a shareholders' meeting the corporation must give its shareholders? Why?

2. ProSport Inc., an Illinois corporation, is engaged in operating fitness centers. It has decided to expand its operations into other states. Indicate whether the corporation must register or qualify to do business if it engages in the following activities in New York:

a. Borrowing $100,000 from Bank of America; b. Engaging a real estate agent to locate property for its New York office; c. Hiring employees; d. Offering a weekend "boot camp" as a way to promote its fitness centers; e. Opening two mini-fitness centers.

3. MedResearch Inc., a Florida corporation, began doing business in Georgia without first qualifying or registering in Florida. May MedResearch file a lawsuit against a customer who owes it $45,000?

4. TechTronics Corp. is a Delaware corporation that is also registered to do business in Pennsylvania. Three months ago, it allowed its relationship with its registered agent in Pennsylvania to lapse. What effect might this have on the corporation? Is there anything the corporation can do to remedy the situation? Discuss.