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21. 22. 23. 24. 25. 26. 27. 28. 29. 30. 31. 32. 33. 34. 35. 36. 37. 38. 39. 40. 41. 42. 43. 45. 46. 47. 48. 49. Corporate directors are protected from liability by the business judgment rule for bad decisions: An S-Corporation is; \"I_'iercing the corporate veil\" refers to: erited Partners have limited liability for the debts of the limited partnership, except when: Which of the following entities does not have a pass through tax feature for prots and losses: The Mine Co. board bought a tract of land to mine for diamonds. The land was a bust and the company went bankrupt. The Mine Co. board: Death of an owner causes a to a partnership but a Corporation is a and will continue aer the death of an owner. Double taxation is: Partnership agreements should address the following issues to avoid long term problems: If your only business concerns were taxes and cost, then you would probably have what type of business? Blue Sky Laws are: The two main federal securities laws are: Where is the denition of a security found? To be a security, the transaction must pass the Howey test (See SEC v. WJ. Howey Ca, 328 US. 293 (1946)). This is the standard in a majority of states, but a minority of states also look at which of the following factors: Which of the following are exempt securities hour the 1933 Act? Filing requirements with the SEC for companies that are not exempt include: A tombstone ad: Who is a Tippee?: Which of the following is true of a Rule 504 offering? A company can run a tombstone ad: Quarterly (IO-Q) and annual ling statements (IO-K) for publicly traded companies with the SEC must be signed by: The enabling statue for the Securities and Exchange Commission is: Which of the following may make a contract voidable by both parties to a contract? Contracts that are terminated as a matter of law or public policy are considered: Oral contracts are: To determine if a statement was an offer, the courts would use: The o'eror is: Which of the following is a defense to a contract: What is the essential difference between forming a contract under UCC or Common Law: f