Answer the following: a. What is a quorum of the board of directors for purposes of conducting corporate business? What do most states and the RMBCA say with regard to what constitutes a quorum? b. The directors of Schmalley's, Inc can't decide whether

to declare a dividend, so the board appoints a committee consisting of the president of the corporation, the vice-president of the corporation, and the treasurer to decide whether to pay a dividend. If the committee wants to declare a dividend, the directors say the officers can pay it immediately before the next board meeting. Is this a permissible delegation of corporate authority? Explain.


a.
A quorum is the minimum number of directors that must be present at a meeting to transact business. Most states do not permit a quorum to be set at less than a majority, but the RMBCA allows the articles or bylaws to authorize a quorum consisting of as few as one-third of the board's members. In all states the articles of incorporation or bylaws may require a number greater than a simple majority.

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b. A board may, by majority vote of the full board, appoint a committee, which must be made up of all directors. This is not a permissible delegation of board authority. A committee cannot approve the payment of a dividend; only the board can. However, the committee could make a recommendation on the matter.

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Carl and Rob are both engaged in road construction work. They know that several jobs are going to be up for public bids, and agree between themselves that Carl will bid on one job and Rob will bid on the other, so that they both have work for the summer. When the bids are opened, Carl realizes that Rob has bid on both jobs. Rob is awarded both contracts. If Carl now wants to sue Rob for breach of

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The following transactions occurred last year at Jolly Corporation:??Issuance of shares of the company's own common stock$120,000Dividends paid to the company's own shareholders$1,000Sale of long-term investment$7,000Interest paid to lenders$13,000Retirement of the company's own bonds payable$60,000Proceeds from sale of the company's used equipment$8,000Purchase of property$170,000Based solely on the above information, the net cash provided by (used in) financing activities for the year on the statement of cash flows would be: 

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