operation, but it did not prove to be effective. In fact, Distanet lost money as a result of
the plan. Aileen, a stockholder of Distanet, brings an action against the directors,
seeking to hold them liable for the failure of the plan to improve Distanet’s position in
the computer market, and for the losses experienced by the corporation as a result of the
implementation of the plan. Will she succeed in her suit?
A. No, because the directors are the managers of the corporation.
B. No, because the directors’ decision was one subject to the business judgment rule.
C. No, because a stockholder does not possess the rights to sue the directors under any
circumstance.
D. Yes, because shareholders are permitted to sue to allow a court to determine whether
the directors have acted in the best interests of the corporation.
Answer:
Nellie borrowed money from Solvent National Bank and gave the bank a security
interest in her business equipment, both present and after-acquired. She later borrowed
money from Resilient Savings and Loan to purchase additional business equipment.
Three weeks after Nellie purchased the new equipment and took possession of it, an
employee of Resilient discovered the bank’s filed financing statement concerning the
bank’s loan to Nellie. Resilient immediately recorded a financing statement, so as to
perfect its purchase money security interest in the equipment. Nellie then defaulted on
the obligation owed to the bank and on the obligation owed to Resilient. Who has the
first priority security interest in the equipment purchased by Nellie with the funds
borrowed from Resilient?
A. Solvent National Bank
B. Resilient Savings and Loan