NYLE NY Business Relationships 2

Question 1

Under New York's Business Corporation Law (BCL), what is the minimum number of directors required for a corporation?

Accepted Answer

One

Answer

BCL § 702 allows a New York corporation to have as few as one director.

Question 2

In New York, a limited liability company (LLC) is formed by filing what document with the Department of State?

Accepted Answer

Articles of Organization

Answer

Under NY LLC Law § 203, an LLC is formed by filing Articles of Organization with the Secretary of State.

Question 3

Under New York's Partnership Law, which type of partner in a limited partnership has personal liability for partnership debts?

Accepted Answer

General partners

Answer

In a limited partnership, general partners have unlimited personal liability for partnership debts, while limited partners' liability is limited to their investment.

Question 4

Under the BCL, a shareholder's derivative action requires the plaintiff to first do what?

Accepted Answer

Make a demand on the board of directors to take action, or show that demand would be futile

Answer

BCL § 626(c) requires a derivative plaintiff to make a demand on the board or demonstrate that demand would be futile before filing suit.

Question 5

Under New York law, what is the fiduciary duty owed by an agent to a principal?

Accepted Answer

A duty of loyalty, obedience, and reasonable care

Answer

Under New York agency law, an agent owes the principal fiduciary duties of loyalty, obedience, and reasonable care in performing agency duties.

NYLE - New York Law Exam Practice Test

NYLE - New York Law Exam Practice Test

NYLE NY Business Relationships 2