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NO SOURCES, USE OWN WORDS: 1. tell me what we mean by: a. Duties of directo

by | May 15, 2022 | Business and Management | 0 comments


1. tell me what we mean by: a. Duties of directors toward their corporation if they are on the Board of Directors
b. The business judgment rule, as applied to corporate directors c. Rights of shareholders in most states (name at least 5)
2. [ Shareholders – Employees – Managers – Officers – Board of Directors ] Who manages the big picture and strategies for corporations, and who manages the day to day affairs of a corporation? (b) How are each put in their position?
3. Go to the California Secretary of State Website. The Secretary of State keeps all filings for corporations and limited liability companies. The site is at (Links to an external site.). a. Tell me 3 things the Secretary of State does for businesses in California.
b. Use the search feature on Item 8 for businesses and find a company that you may know. If you don’t know any companies, search for Candelis, Inc. Tell me the address of Candelis, or of the company you are searching for, and the agent for service of process (the agent for service of process is the person who accepts lawsuits or other official “process” from government agencies). c. Tell me what I would do to form a limited liability company in California. 4. Thinking like a lawyer. Read Problem 18-4 and give your answer along with a brief explanation:
Business Case Problem with Sample Answer—­Piercing the Corporate Veil. Scott Snapp ­contracted with ­Castlebrook Builders, Inc., which was owned by Stephen Kappeler, to remodel a house. ­Kappeler estimated that the remodeling would cost around $500,000. Eventually, however, Snapp paid Kappeler more than $1.3 million. Snapp filed a suit in an Ohio state court against Castlebrook, alleging breach of contract and fraud, among other things. During the trial, it was revealed that Castlebrook had issued no shares of stock and had commingled personal and corporate funds. The minutes of the corporate meetings all looked exactly the same. In addition, ­Kappeler could not provide an accounting for the Snapp project. In particular, he could not explain evidence of double and triple billing nor demonstrate that the amount Snapp paid had actually been spent on the remodeling project. Are these sufficient grounds to pierce the ­corporate veil? Explain. [Snapp v. Castlebrook Builders, Inc., 2014 -Ohio- 163, 7 N.E.3d 574 (2014)]


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