Question
Janelle Golino controls 65% of the voting shares of J-Go Web Solutions, Inc. Golino is also the chairman of the board and CEO of J-Go,
Janelle Golino controls 65% of the voting shares of J-Go Web Solutions, Inc. Golino is also the chairman of the board and CEO of J-Go, and she controls the board of directors, all of which she elects by exercising the voting power of her shares. Her 16-year-old daughter is a nonvoting member of the board of directors, for which service she receives annual compensation of $45,000, half the fee paid to the voting directors. J-Gos voting directors have approved the fee paid to Golinos daughter. Golino has elected her daughter to the board of directors, because her daughter is extremely bright and experienced for someone of her age, having attended business meetings with her mother for the last three years and regularly discussed business decisions with her mother for the last five years. Thirty-five percent of J-Gos voting shares are owned by public investors, as are all the shares that have no right to vote in directors elections. When J-Go has a dispute with one of its creditors and fails to pay a debt, the creditor asks a court to pierce the veil of J-Go and hold Golino personally liable for the debt.
TRUE or FALSE
1. J-Go Web Solutions, Inc. is a for-profit, closely held corporation, which may elect Subchapter S status. 2. J-Go Web Solutions, Inc. is domestic to the state in which it is incorporated and foreign to all other states in which it does business. 3. The creditor who initiated the lawsuit against J-Go Solutions, Inc. will likely be unsuccessful in its attempt to pierce the corporate veil of J-Go Web Solutions, Inc., because even though Golino dominates the corporation she has not engaged in improper conduct. 4. Janelle Golinos control of 65% of the voting shares of J-Go Web Solutions, Inc., her role as chairman and CEO, and her control of the board of directors is a matter governed exclusively by the state incorporation law of the state in which it is incorporated. 5. J-Glo Web Services Inc. is subject to property taxes, income taxes and sales and use taxes in the states in which it is registered to do business.
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