Corporate Governance Exam Bank
Course Introduction
Corporate Governance explores the systems, principles, and processes by which companies are directed and controlled. This course examines the roles and responsibilities of boards of directors, executives, shareholders, and other stakeholders, emphasizing the importance of accountability, transparency, and ethical decision-making in fostering long-term organizational success. Students will analyze regulatory frameworks, governance codes, risk management practices, and the impact of corporate governance on firm performance and investor confidence, both locally and globally. Through case studies and real-world examples, learners will develop skills to evaluate governance structures and address contemporary challenges facing modern corporations.
Recommended Textbook
Business Its Legal Ethical and Global Environment 11th Edition by Marianne M. Jennings
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Page 2
Chapter 1: Introduction to Law
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Questions
Q1) Jane Dixon is going to create a limited liability company for operating her business that does billing for physicians and medical laboratories.Jane is unsure whether her state allows for the creation of limited liability companies.Advise Jane on the best place to look for finding whether she can create a limited liability company in her state:
A)United States Code
B)Code of Federal Regulations
C)municipal ordinances
D)state statutes
E)none of the above
Answer: D
Q2) John Renfro was recently downsized as part of a corporate restructuring at the jet propulsion firm where he works.Renfro is confused,"Do I have any rights on my health insurance? What about unemployment?".Which sources of law would have information for Renfro in answering his questions?
A)jurisprudence
B)ordinances
C)executive orders
D)federal statutes (U.S.C.)
Answer: D
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3
Chapter 2: Business Ethics and Social Responsibility
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Sample Questions
Q1) An inherence school company would become involved in a residential property tax for schools only if:
A)the community would benefit from the tax.
B)government leaders are in favor of the tax.
C)the issue would affect the company's performance.
D)community leaders favored it.
Answer: C
Q2) The least corrupt countries have the most stable economies.
A)True
B)False
Answer: True
Q3) Business self-regulation has been effective in solving social problems.
A)True
B)False
Answer: False
Q4) "It's a gray area," if it applies,means that the conduct you are evaluating is ethical,so long as you stay in the gray area.
A)True
B)False
Answer: False
Page 4
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Chapter 3: The Judicial System
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Sample Questions
Q1) Jane DeRonnee had carpet installed in her home and the carpet is not flat to the floor.In fact,it has so many waves that she and her friends and guests have been tripping over certain areas of her home.She has tried to have the carpeting fixed and has asked both the carpet retailer and the installer to solve the problem They have both refused.Walk Jane through the correct court system for her case.Explain to her where and how to take her case.Also explain to her what happens if she loses a case along the way.
Answer: Jane could take her case to small claims court where citizens can represent themselves.If she does not win there,she generally has a right to an appeal to the general trial court in the state for a trial de novo on the issues.If she loses at the trial court level,she can appeal the decision to the state court of appeals.If she loses there,she can petition to have her case heard by the state supreme court.It may or may not take the case on appeal.And should she lose at the state supreme court level,there is the U.S.Supreme Court.However,we should be honest with Jane.It is unlikely that the U.S.Supreme Court will take up her faulty carpet case.It is neither a social issue question or one that has produced a conflict in the circuits,the two general reasons for the U.S.Supreme Court to hear a case.
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5
Chapter 4: Managing Disputes: Alternative Dispute
Resolution and Litigation Strategies
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Sample Questions
Q1) List and describe the forms of alternative dispute resolution other than arbitration.
Q2) The International Chamber of Commerce (ICC)is a private court.
A)True
B)False
Q3) There are constitutional and numerical limits on peremptory challenges.
A)True
B)False
Q4) A prima facie case is one that can survive a directed verdict.
A)True
B)False
Q5) Explain the jurisdiction of courts within one nation over businesses from other nations.
Q6) Which motion is made after the jury has returned a verdict?
A)summary judgment
B)judgment on the pleadings
C)motion to dismiss
D)judgment NOV
Q8) Outline the steps involved in litigation. Page 6
Q7) What are the differences between arbitration and mediation?
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Page 7
Chapter 5: Business and the Constitution
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Sample Questions
Q1) The Bill of Rights contains the Commerce Clause.
A)True
B)False
Q2) Which of the following is not a relevant issue examined in a preemption issue?
A)legislative history
B)level of detail in the federal regulation
C)benefits of federal regulation
D)degree of conflict
E)All of the above are relevant issues.
Q3) A company is incorporated in Pennsylvania and has offices in Michigan,Ohio,West Virginia and Indiana.Which states may tax the business?
A)Pennsylvania only
B)Michigan, Ohio, West Virginia, Indiana
C)only those states in which it has physical contact with the customers
D)only those states which recognize other states' taxation policy
E)Pennsylvania, Michigan, Ohio, West Virginia and Indiana proportionately
Q4) The First Amendment does not cover corporate ads on ballot propositions.
A)True
B)False
Q5) Discuss the ruling and the importance of Citizens United.
Page 8
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Chapter 6: Administrative Law
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Sample Questions
Q1) A consent decree is similar to a nolo contendere plea.
A)True
B)False
Q2) A sunset law creates an agency for a limited time period.
A)True
B)False
Q3) Administrative remedies must be exhausted before a court will review agency actions.
A)True
B)False
Q4) Which of the following is \(\underline{\text{not}}\) part of the Administrative Procedures Act?
A)Freedom of Information Act
B)Federal Privacy Act
C)Government in the Sunshine Act
D)Federal Register Act
Q5) The National Park service withdrew its proposed rules on the use of snowmobiles in national parks.Describe any legal issues that might exist in its withdrawal of the rules.
Q6) Describe the roles of administrative agencies.
Page 9
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Chapter 7: International Law
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Sample Questions
Q1) Italian manufacturers of leather goods have agreed to charge uniform prices on all sales in the United States in order to better compete with U.S.manufacturers.Which of the following statements is true?
A)The agreement is a violation of U.S.antitrust laws, and the Italian manufacturers can be prosecuted.
B)The manufacturers are protected under the act of state doctrine.
C)The manufacturers enjoy sovereign immunity.
D)The manufacturers are protected under the forum non conveniens doctrine.
Q2) The act of state doctrine precludes outside interference in expropriation.
A)True
B)False
Q3) The Export Trading Company Act allows for international joint ventures that would otherwise be anticompetitive.
A)True
B)False
Q4) U.S.securities laws would not apply to countries selling securities in the United States under the doctrine of sovereign immunity.
A)True
B)False
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Chapter 8: Business Crime
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Sample Questions
Q1) Intrabusiness crime is internal or employee crime.
A)True
B)False
Q2) Which of the following will reduce a corporation's sentence under the U.S.Sentencing Guidelines?
A)having a code of ethics
B)having ethics training
C)having ethics hotline
D)All of these can reduce a corporation's sentence.
Q3) The omnibus hearing is held before the preliminary hearing.
A)True
B)False
Q4) Cyberbullying is regulated by:
A)federal law.
B)state law.
C)injunctions only.
D)all of the above
Q5) Wiring money to terrorist groups is not a violation of the USA Patriot Act.
A)True
B)False
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Chapter 9: Business Torts
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Sample Questions
Q1) It is possible that those who write letters of recommendation could have liability for the content of those letters.
A)True
B)False
Q2) The "bystander effect" is an exception to contributory negligence liability.
A)True
B)False
Q3) This term is given to witnesses who do nothing while a crime is being committed out of fear,apathy,or a mistaken belief that someone else will help the victim.
A)Watcher effect
B)Stockholm effect
C)Bystander effect
D)Richmond effect
Q4) The reasonable person standard is the standard of duty for purposes of establishing negligence.
A)True
B)False
Q5) Discuss why whistle-blowers should receive some kind of protection from defamation claims.
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Chapter 10: Environmental Regulation and Sustainability
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Sample Questions
Q1) The Transport Rule:
A)has been declared unconstitutional.
B)has been declared an ultra vires action by the EPA.
C)could still be challenged by the states.
D)does not apply in nonattainment areas.
Q2) The EPA's emissions offset policy:
A)is used in water pollution issues.
B)does not include the "bubble concept."
C)is not technology-forcing.
D)none of the above
Q3) SIPs must be approved by the EPA.
A)True
B)False
Q4) SIPs are state plans for implementation of air quality standards.
A)True
B)False
Q5) Explain how the EPA uses the "bubble concept."
Q6) When there is a brownfield,no one is liable for the costs of clean-up.
A)True
B)False
Page 13
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Chapter 11: Contracts and Sales: Introduction and Formation
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Sample Questions
Q1) The UCC rules on additional terms in acceptance are the same for merchants and nonmerchants.
A)True
B)False
Q2) E-Sign is a federal law that requires written signatures for electronic contracts to be valid.
A)True
B)False
Q3) Using what you have learned about consumer credit,develop a credit application that would comply with all federal statutes and regulations.
Q4) Which of the following is not required to be disclosed in the solicitation of a credit card customer?
A)fees for issuing the card
B)what your credit limit will be
C)APR for the card
D)All of the above must be disclosed.
Q5) Discuss what colleges and universities must do under CARD for their students.
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Q6) What additional disclosures must be made in credit transactions in which the debtor's home will serve as security for the loan?
Chapter 12: Contracts and Sales: Performance,Remedies,and
Collection
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Q1) A contract with a minor is voidable at the minor's option.
A)True
B)False
Q2) The Bankruptcy Reform Act of 2005 made it easier for consumers to declare bankruptcy.
A)True
B)False
Q3) Which of the following is not eligible to disclosure of a consumer debtor's credit report?
A)a consumer debtor requesting the report without a credit application pending
B)a creditor who has a signed credit application from the consumer debtor
C)a potential employer
D)the spouse of the consumer debtor
Q4) A seller recovering the difference between his resale price and the buyer's original contract price is an example of:
A)compensatory damages.
B)incidental damages.
C)liquidated damages.
D)none of the above
Q5) Explain the purpose of a force majeure clause.
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Chapter 13: Product Advertising and Liability
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Sample Questions
Q1) Brianne Kriefall died after ingesting e-coli bacteria by eating at a Sizzler Restaurant.Sizzler's meat supplier discovered that several of its shipments of meat to Sizzler and other restaurants contained the e-coli bacteria.Which of the following is correct?
A)Brianne's estate and family can recover for wrongful death under a breach of the implied warranty of merchantability.
B)Brianne's estate and family can recover for wrongful death under a strict tort liability theory.
C)Brianne's estate and family can recover for wrongful death from both Sizzler and its supplier.
D)All of the above are correct.
Q2) The implied warranty of fitness for a particular purpose (unless disclaimed)is given in every sale of goods by a merchant.
A)True
B)False
Q3) Privity of contract is a direct contractual relationship between the parties.
A)True
B)False
Q4) Describe three defenses to product liability.
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Chapter 14: Business Competition: Antitrust
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Sample Questions
Q1) Which of the following statements is correct?
A)The merger would raise questions at the Justice Department about market power.
B)The merger would be approved because there are so many other competitors.
C)The merger would be approved because there are so many different beers and the relevant market is defined by individual types of beers.
D)The Sherman Act does not apply to alcohol companies.
Q2) Hospitals in Arizona,New Mexico and Colorado are regulated on their emergency room fee schedules by a state hospital emergency room board.The board consists of representatives from all of the hospitals in the state.The board meets twice each year and establishes the prices for emergency room care.The states have assumed a regulatory oversight rule because of the need for universal access for emergency care.The prices charged for emergency room care in these 3 states exceed the average charges in California,Utah,Nevada,Idaho,Oregon and Washington.Patients who experience the higher charges in Arizona,New Mexico and Colorado are concerned about the higher rates.Discuss any legal rights and remedies they may have.
Q3) Several art distributors have met and agreed to limit the number of Hummel figurines being imported into the United States.Is there any anticompetitive behavior involved in doing this?
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Chapter 15: Business and Intellectual Property Law
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Sample Questions
Q1) In a raid of a Chinese factory,inspectors found 2,000 fake Gucci eyeglasses.What are Gucci's rights?
A)Gucci can obtain an injunction against the factory to halt production.
B)Gucci is entitled to damages from whatever sunglasses have already been sold.
C)This is copyright infringement.
D)both a and b
E)all of the above
Q2) If a major company buys one subscription to a journal for all of its employees to copy and share,the company:
A)is not liable for anything under the fair use doctrine.
B)is liable for infringement.
C)is not liable for infringement, but is liable for a trade secret violation.
D)is not liable because this is clearly an educational use.
Q3) Knockoff goods are:
A)goods carrying a trademark without authorization.
B)goods manufactured in excess of the permission granted by the trademark holder.
C)permitted after the five-year period for trademark registration expires.
D)none of the above
Q4) Discuss the potential penalties under the Industrial Espionage Act.
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Chapter 16: Management of Employee Conduct: Agency
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Sample Questions
Q1) Russ Belmont is a staff accountant at a bank in the downtown Phoenix area.Belmont commutes to the bank each day from his suburban home in Mesa - a distance of 19 miles each way.Belmont's working hours are 8:00 AM to 5:00 PM and he commutes from 7:15 AM until he reaches the bank's parking garage between 7:45 and 8:00 (depending upon the traffic).If Russ is in an accident while on the freeway at 7:30 AM:
A)the bank will be liable for any injuries to third parties.
B)the bank will not be liable for any injuries to third parties.
C)Belmont is an independent contractor and the bank will have no liability for injuries or damages in the accident.
D)none of the above
Q2) Agents are liable to principals for negligence in performing their duties.
A)True
B)False
Q3) Firing an agent does not end apparent authority.
A)True
B)False
Q4) All states recognize non-compete agreements as enforceable contract clauses.
A)True
B)False
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Chapter 17: Governance and Structure: Forms of Doing Business
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Sample Questions
Q1) Limited partners' profits and losses are allocated equally.
A)True
B)False
Q2) Several retirement funds that own shares in News Corp.,Inc.,have filed suit against Rupert Murdoch,the chairman of the board and CEO of News Corp.,alleging that Mr.Murdoch had the board approve the purchase of his daughter's company for $675 million.Part of the purchase deal included putting Murdoch's daughter on the News Corp.board.Which would be the best theory for recovery by the retirement funds?
A)Insider trading
B)Violation of the corporate opportunity doctrine
C)Violation of the business judgment rule
D)Breach of fiduciary duty
Q3) What conduct will cost a limited partner his/her limited liability status?
A)engaging in the management of the business
B)allowing his/her name to be used in the business name
C)failure to file the limited partnership agreement
D)All of the above will result in a loss of limited liability status.
Q4) Discuss investors' concerns regarding CEO compensation.
Q5) List the provisions of Sarbanes-Oxley that affect corporation governance.
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Chapter 18: Governance and Regulation: Securities Law
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Sample Questions
Q1) What does the Securities Litigation Reform Act's safe harbor provision do?
A)eliminates director and officer liability under Section 11
B)eliminates auditors' liability under Section 11
C)provides liability protection for income predictions in the registration statement
D)all of the above
Q2) A hostile tender offer is made:
A)to the board of the target company.
B)to the shareholders of the target company.
C)through SEC communications to shareholders.
D)none of the above
Q3) Investors in Internet crowd funding area islimited in the amount they can invest.
A)True
B)False
Q4) Insider trading rules apply to information exchanged over the Internet and chat rooms.
A)True
B)False
Q5) Describe shareholders' rights under Section 14.
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Chapter 19: Management of Employee Welfare
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Q1) The use of company e-mail by union organizers remains an unresolved issue.
A)True
B)False
Q2) The Equal Pay Act is a comparable worth statute.
A)True
B)False
Q3) Discuss the propriety of each of the following actions by management:
a.offering employees a bonus of one week's vacation just prior to an election
b.threatening bankruptcy if a union is approved
c.sending a management person to a labor meeting
Q4) Which protection is not part of FLSA?
A)minimum wage
B)maximum hours
C)retirement benefits
D)All of the above are protections.
Q5) The Landrum-Griffin Act contains a bill of rights for union members.
A)True
B)False
Q6) Liz Bonham has a pension plan through her employer.Give a list of her rights and her employer's obligations under the plan.
Page 22
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Chapter 20: Management: Employment Discrimination
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Q1) Discuss the main racial discrimination issues in the Ricci case.
Q2) The Lilly Ledbetter Fair Pay Act states that each paycheck triggers a new 180-day filing period to sue.
A)True
B)False
Q3) Seniority and merit systems are not subject to Title VII prohibitions.
A)True
B)False
Q4) The statute of limitations for an employee to file an EEOC complaint for sexual harassment is:
A)90 days.
B)180 days.
C)two years.
D)none of the above
Q5) Which of the following ads would violate Title VII?
A)"Baptist minister needed.Must be Baptist."
B)"Female LPN for personal care for elderly woman."
C)"Waiters for four-star restaurant needed."
D)All of the above violate Title VII.
Q6) Discuss Costco's accommodation efforts in the Cloutier v.Costco case.
Page 23
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