CCCP Corporate Governance & Ethical Practices 5

Question 1

Which of the following scenarios MOST likely constitutes a breach of the duty of loyalty?

Accepted Answer

A director votes to approve a corporate opportunity that the director secretly intends to pursue personally

Answer

Usurping a corporate opportunity for personal gain without disclosure is a classic breach of the duty of loyalty.

Question 2

Under the FCPA, which of the following payments to a foreign government official would MOST likely be permissible?

Accepted Answer

A small facilitating payment to expedite a routine customs clearance in a country that allows it

Answer

The FCPA's facilitating payments exception applies to routine, non-discretionary government actions such as processing permits or customs clearances.

Question 3

A board's nominating and governance committee is PRIMARILY responsible for:

Accepted Answer

Identifying and recommending qualified board candidates and overseeing governance policies

Answer

The nominating and governance committee oversees board composition, director qualifications, and the company's corporate governance framework.

Question 4

A company that learns its supplier uses forced labor in its supply chain should PRIMARILY:

Accepted Answer

Assess the risk, engage the supplier for remediation, and escalate or exit if unresolved

Answer

Best practice under supply chain due diligence frameworks requires risk assessment, supplier engagement for remediation, and escalation or exit if remediation fails.

Question 5

Which governance structure BEST protects minority shareholders in a company with a controlling shareholder?

Accepted Answer

Independent directors with authority to review and approve related-party transactions

Answer

Independent director oversight of related-party transactions is the primary mechanism to protect minority shareholders from self-dealing by a controlling shareholder.

(CCCP) Certified Corporate Compliance Professional Practice Test

(CCCP) Certified Corporate Compliance Professional Practice Test

CCCP Corporate Governance & Ethical Practices 5