OR Bar Business Associations

Question 1

Under Oregon law, what is the primary document that governs the internal affairs and management of a corporation?

Accepted Answer

Bylaws

Answer

Articles of Incorporation

Answer

Shareholders' Agreement

Answer

Operating Agreement

Question 2

In Oregon, what is the minimum number of directors required for a corporation?

Accepted Answer

One

Answer

Two

Answer

Three

Answer

Four

Question 3

What is the key difference between a limited partnership (LP) and a limited liability partnership (LLP) under Oregon law?

Accepted Answer

An LP must have at least one general partner and one limited partner, while an LLP has no general or limited partners.

Answer

An LP provides limited liability to all partners, while an LLP provides limited liability only to the general partners.

Answer

An LP requires a formal partnership agreement, while an LLP does not.

Answer

An LP allows for passive investment, while an LLP is designed for active business operations.

Question 4

Under Oregon law, what fiduciary duty does a director of a corporation owe to the corporation and its shareholders?

Accepted Answer

Duty of Care and Duty of Loyalty

Answer

Duty of Confidentiality and Duty of Fair Dealing

Answer

Duty of Competence and Duty of Disclosure

Answer

Duty of Good Faith and Duty of Obedience

Question 5

In Oregon, what is required for a limited liability company (LLC) to be dissolved voluntarily?

Accepted Answer

A majority vote of the members

Answer

A unanimous vote of the members

Answer

A court order

Answer

Filing a Certificate of Dissolution with the Secretary of State