Business Law Chapter 40 1 meaning that contracts are construed in accordance with standard criteria for contract

subject Type Homework Help
subject Pages 14
subject Words 1270
subject Authors Carrie Williamson, Daniel Herron, Linda Barkacs, Lucien Dhooge, M. Neil Browne, Nancy Kubasek

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page-pf1
1.
(p. 875)
Today, consolidations are very rare.
2.
(p. 875)
The boards of directors of all involved corporations must approve a merger or
consolidation plan.
page-pf2
3.
(p. 875)
Consolidation does not require shareholder approval.
4.
(p. 880)
In some states, when merger or consolidation is at issue, the right to vote and receive
dividends is denied to dissenting shareholders who exercise their appraisal rights.
page-pf3
5.
(p. 881)
When an asset purchase occurs, the acquiring corporation assumes ownership and
control over tangible, but not intangible, assets of the selling corporation.
6.
(p. 882)
Hostile takeovers are takeovers to which the management of the target corporation
objects.
page-pf4
7.
(p. 883)
Federal regulations prohibit the management of target companies from using corporate
funds to educate shareholders on the disadvantages of a takeover.
8.
(p. 881)
Asset purchases are similar to mergers and consolidations because a corporation that
purchases the assets of another corporation generally acquires its liabilities.
page-pf5
9.
(p. 883)
Federal securities law does not require that target corporations assist aggressors in any
way.
10.
(p. 883)
Aggressors often try to win the favor of a few institutional investors that own large blocs
of shares.
page-pf6
11.
(p. 874)
Which of the following occurs when a legal contract combines two or more corporations
such that only one of the corporations continues to exist?
page-pf7
12.
(p. 874)
In a merger situation, which of the following is a term for the corporation that does not
continue to exist?
page-pf8
13.
(p. 874)
In a merger situation, which of the following is a term for the remaining corporation?
page-pf9
14.
(p. 874)
Which of the following is generally
false
regarding the surviving entity in a merger
situation?
page-pfa
15.
(p. 874)
The surviving corporation's right to sue for debt and damages on behalf of the absorbed
corporation is called which of the following?
page-pfb
16.
(p. 874)
In which of the following are two or more corporations combined with neither of the
original corporations continuing to exist legally?
page-pfc
17.
(p. 874)
In a consolidation, shareholders of the new corporation create new articles of
incorporation called ____.
18.
(p. 874-875)
Which of the following is generally
false
when a consolidation occurs?
page-pfd
19.
(p. 877)
Which of the following was the result in
Hartleib
v. Sirius Satellite Radio et al.
, the case in
the text in which shareholders of Sirius sued Sirius XM after a merger claiming that Sirius
executives decreased stock prices by entering into agreements with XM to the effect that both
companies would refrain from looking at other merger deals?
page-pfe
20.
(p. 875)
If a merger increases the number of the surviving corporation's shares by no more than
______ percent, most states do not require the approval of the surviving corporation's
shareholders.
page-pff
21.
(p. 876)
Which of the following is
false
regarding merger control in France?
page-pf10
22.
(p. 878)
Which of the following is
false
regarding the merger process in South Africa?
page-pf11
23.
(p. 877)
Which of the following types of mergers does not require shareholder approval?
24.
(p. 878)
In a short-form merger, the parent corporation must own at least ______ percent of the
outstanding shares of each class of the subsidiary's stock.
page-pf12
25.
(p. 878)
Which of the following is generally used to determine the value of stock when a
dissenting shareholder exercises an appraisal right when a proposed merger is involved?
page-pf13
26.
(p. 887)
Which of the following was the result on appeal in the Case Opener involving an appeal of
a decision of the Federal Trade Commission blocking a proposed merger between Polypore and
Microporous Products on the basis that it would substantially lessen competition?
page-pf14
27.
(p. 880)
Which of the following was a finding of the court in
Shiftan
v. Morgan Joseph Holdings
Inc.
, the case in the text involving stock appraisal rights following a merger?

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