The stock exchanges, such as the New York Stock Exchange, are ...

[xroflmao]

The stock exchanges, such as the New York Stock Exchange, are self-regulating but are subject to SEC monitoring.
 a. True
  b. False
  Indicate whether the statement is true or false

Question 2

Involuntary Dissolution. Two brothers, Albert and Raymond Martin, each owned 50 percent of the stock in Martin's News Service, Inc Albert and Raymond had difficulty working together and communicated only through their accountant. For ten years, there were no corporate meetings, elections to the board of directors, or other corporate formalities. During that time, Raymond operated the business much as a sole proprietorship, failing to consult Albert on any matter and making all of the decisions himself. The corporation, however, was a viable concern that had grown successfully through the years. Albert sued to have the corporation dissolved. Should he succeed? Discuss.

[KKcool]

Answer to Question 1

TRUE

Answer to Question 2

Involuntary dissolution
Yes. Albert should succeed in having the corporation dissolved and liquidated. Ordinarily, dissension between the shareholders of a corporation is not sufficient to order the dissolution of the corporate entity. There must be fraud or misrepresentation upon the state in procuring a corporate charter, an abuse of corporate powers (ultra vires acts), or a failure to commence business operations in conformity with the corporate charter. Here, however, there had been a serious deadlock for a decade in which none of the necessary formalities of a corporation had been observed. There were no corporate meetings during that time, and was no input from one of the two 50 percent shareholders. In a sense, the corporate entity had been abandoned in favor of a sole proprietorship, a business form that is not entitled to the benefits that attach to corporations. Therefore, the corporation should be dissolved. Note that this remedy is not un-duly harsh because it does not necessarily remove a viable business from society. The effect is that Raymond can purchase Albert's half of the assets when the property is liquidated and continue the business if he wishes. Raymond is not entitled to continue using Albert's rightful share of assets when a corporate form is in reality nonexistent.