True/False
Indicate whether the sentence or statement is true
or false.
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1.
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In a
merger, the articles of incorporation of the surviving corporation are deemed not to include
any changes that are stated in the articles of merger.
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2.
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After
a merger, the disappearing corporation retains all of its preexisting obligations.
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3.
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After
a merger, a disappearing corporation's preexisting rights disappear.
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4.
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In a
consolidation, the consolidating corporations become subsidiaries of the new
corporation.
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5.
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After
a consolidation, the new corporation inherits all of the consolidating corporations'
obligations.
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6.
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After
a consolidation, there are two or more surviving corporations.
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7.
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In a
consolidation, the consolidating corporation's shareholders do not need to approve the
consolidation.
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8.
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A
short-form merger can be used whenever a parent owns more than 10 percent of the stock of its
subsidiary.
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9.
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Shareholder appraisal rights are normally available in sales of substantially all
corporate assets not in the ordinary course of business.
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10.
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Appraisal rights are available only when a state statute specifically provides for
them.
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11.
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The
fair value of shares under appraisal rights is always the value on the day the shareholder files the
notice of dissent.
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12.
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Shareholder approval is required when a corporation sells all of its assets to
another company.
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13.
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Shareholder approval is required when a corporation buys all of the assets of
another company.
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14.
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When
a sale of assets amounts to what in effect is a consolidation, the acquiring corporation does
not inherit the selling corporation's liabilities.
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15.
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The
board of directors of a targeted corporation must approve a tender offer before its shareholders can
accept it.
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16.
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A
promise by a company, during a takeover attempt, to give its shareholders the right to buy additional
shares at low prices is a white knight defense.
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17.
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Shareholders can initiate the dissolution of a corporation by a majority
vote.
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18.
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Failure to comply with administrative requirements can result in the dissolution of a
corporation by court order.
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19.
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Liquidation is the process of converting corporate assets into cash, and distributing
it to the corporation's creditors and shareholders.
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20.
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Liquidation of a corporation cannot be performed without court
supervision.
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