Biz Org-Final UPDATED Exam Questions and CORRECT Answers
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Course
Biz Org
Institution
Biz Org
Biz Org-Final UPDATED Exam Questions
and CORRECT Answers
Florida Business Corporations Act - Correct Answer- Governing Law of Corporations
The Florida Securities and Investor Protection Act - Correct Answer- Also known as Florida
Blue Sky Law, Governing law of Corporations
Securities Act of ...
Biz Org-Final UPDATED Exam Questions
and CORRECT Answers
Florida Business Corporations Act - Correct Answer- Governing Law of Corporations
The Florida Securities and Investor Protection Act - Correct Answer- Also known as Florida
Blue Sky Law, Governing law of Corporations
Securities Act of 1933 - Correct Answer- Law governing when a Corp initially sells stock
Form S-1 to register with the SEC, takes a while to get approved. Sells Prospectus
Some exemptions to filing the S-1:
"private placement offerings" & Small Issue
If they sell to "savvy" business people they do not have to file
Securities and Exchange Act of 1934 - Correct Answer- Law governing the resale of stock.
Additional Registration (Form 8k) if over 500 shares and an annual report (10k) and a
quarterly report (10Q). Law tries to prevent insider trading. (Rule10b-5)
Penalties established. 10 years in jail!
Securities and Exchange Commission (SEC) - Correct Answer- monitors the stock market
and enforces laws regulating the sale of stocks and bonds
Characteristics of a Corporation - Correct Answer- Entity Status, Limited Liability, Free
Transferability of Interests, Centralized Management, Continuity of Existance
Piercing the Corporate Veil - Correct Answer- 1. Lack of Corp Formalities
2. Commingling assets
3. Undercapitalization
4. Prevent Fraud
S-Corporation - Correct Answer- No Double Taxations!-Corp pays no Corp taxes
, Small Businesses
SH who do not materially participate in business cannot deduct losses.
Qualifications:
Cannot have more than 100 SH
1 class of stock
only US taxpayers or residents as SH
Must file f2553
C-Corporation - Correct Answer- Not an S, then it is a C
Pay taxes on net earnings at Corp rates
pay FL Corp Tax rate 4.458%
Dividends are taxed twice
Salaries of officers are deducted from income
Professional Service Corporations - Correct Answer- Characteristics:
Practice in a particular profession
May not engage in any other business
SH must all be a member of the profession
Requirements:
Must put purpose in Articles
Must contain PA or Professional Association in the name
Non-Profit Corporation - Correct Answer- Formed for charitable, civic, benevolent,
historical, patriotic, or religious purposes.
Fastest growing Corp in the US
Must file 501(c)
Fed Tax Exemptions!
Name must include "Non-profit" or "Not for Profit"
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