When the attorney’s client is an entity, the attorney’s duty owed is to the client entity and not to the individuals such as officers, directors, shareholders or employees. The attorney represents the entity only however they act through the duly authorized constituents of the entity and hence they do not represent any flesh and blood people of the entity. The word constituents refer to the officers, directors, employees or shareholders of the entity. Thus, the attorney represents the client entity and not the constituents of the entity.
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When an attorney's client is a corporation or other entity, is the attorney's duty owed to...
When a corporation desires to sell a majority of its assets, which of the following must it obtain? (a) Approval from its board of directors and shareholders, but not from officers. (b) Approval from officers and its board of directors, but not from shareholders. (c) Approval from shareholders, but not from officers or its board of directors. (d) Approval from officers, its board of directors, and shareholders. (e) Approval from its board of directors, but...
In a publicly held corporation, the board of directors A is comprised of institutional investors B is elected by the corporate officers the top executives running the company D are representatives of the shareholders E elected by the employees of the organization Question 2 2.5 Points In a limited partnership, one or more persons act(s) as a general partner and the remaining partners A must buy units of ownership through the sale of stock B avoid taxation on profits of...
Bob, as treasurer of ClearView Corporation, had the duty to invest corporate earnings as he deemed best for the company. When ClearView Corporation went public, the new board decided that a committee of the officers would make such investment decisions. If Bob thereafter unilaterally contracted to purchase investment securities with corporate earnings as he had done many times before, such contract would be valid: a. under apparent authority if the seller knew of Bob's past transactions. b. because of ratification...
John Johnson and his son, Joseaph, own all outstanding stock of ABC Corporation. Both John and Joseph are officers in the corporation and, together with their uncle, Sam, comprise the entire board of directors. ABC uses the cash method of accounting and has a calendar year-end. In late 2011, the board of directors adopted the following legally enforceable resolution (agreed to in writing by each of the officers): o Salary payments made to an officer of the corporation that shall...
Your client, Heron Corporation, has a deficit in accumulated E & P of $300,000. Starting this year, it expects to generate annual E & P of $150,000 for the next four years and would like to distribute this amount to its shareholders. How should Heron Corporation distribute the $600,000 over the four-year period to provide the least amount of dividend income to its shareholders (all individuals)? In a letter to your client, make appropriate suggestions on how this should be...
Your client, Bob, is the CEO of a corporation that has 12 stockholders who are also the only employees of the business. The corporation operates a boat dealership in Sherman, Texas. The corporation has accumulated earnings and profits of $3,000,000, not including the current year’s taxable income, which is expected to be $800,000. No dividends have been paid to stockholders. Bob has been very pleased with the corporation’s performance and he wants to reward the stockholders. Bob is considering paying...
The responsibility of the directors of a corporation is to provide a return to shareholders on their financial investment in the corporation . . . in other words, shareholders expect to make money on their investment. Corporations such as Facebook, Google, and Apple are financed through the sale of billions and billions of dollars in shares purchased by investors. Sometimes, however, the duty to maximize profits runs contrary to legal, but still questionable, business opportunities. Assume that you’re the director...
Issues in Diversity Race and Rewards at the Harlem Police Department Off-duty police officer Omar J. Edwards was accidentally shot and killed by a fellow officer on May 28, 2009. Edwards was chasing a suspected car thief in East Harlem, New York, and had drawn his gun when the incident occurred. Although accidents such as this are unfortunate, they are not unusual, especially in the line of police work. This particular accident, however, would affect rank-and-file minority police officers in...
Discussion- Business Entity Directions: (You must post before you can see other postings.) Read the Instructor Notes on Business Entity. Be mindful of all the unique distinctions between the entities. (ie.. formation, taxation. Profits and loss, etc.) Incorporate the notes into your answers. Identify legal and regulatory issues to be considered in creating/modifying this business. Identify and make clear reason, based on the facts in the situation, why you made that choice? Keep your posting limited to 300-500 words! What...
bus law
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