2021 中国公司法(上海交通大学) 最新满分章节测试答案

本答案对应课程为:点我自动跳转查看
本课程起止时间为:2021-03-02到2021-07-08

第十一章并购实践（2） 单元测试11

1、 问题:Features of private equity are？
选项：
A:A、The funds are mainly raised through a small number of non-public way for institutional investors or individuals.
B:B、Generally an investment in private companies and non-listed companies, and rarely invest in public companies
C:C、Usually an investment in certain companies which are decent sized or can generate stable cash flow.
D:D、Long-term investments, generally three to five years or longer
答案: 【A、The funds are mainly raised through a small number of non-public way for institutional investors or individuals.;
B、Generally an investment in private companies and non-listed companies, and rarely invest in public companies;
C、Usually an investment in certain companies which are decent sized or can generate stable cash flow.;
D、Long-term investments, generally three to five years or longer】

2、 问题:The majority of private equity investors in addition to participate in major strategic decisions of enterprises, in general, are involved in the daily management and operation of enterprises.
选项：
A:正确
B:错误
答案: 【错误】

第三章揭开公司面纱理论 单元测试3

1、 问题:Desheng Co. is registered in Satsuma, a country, and has its headquarters and subsidiaries based in that country as well. However, its main business operated in Shenzhen, China, which is a legal person enterprise being set up and wholly owned by Taiwan Kaixuan Group. . Due to the poor operation, Desheng owed Yinghua 7 million yuan in China. Which of the following statements about the liability of the debt is wrong? 
选项：
A:A、The debt should be paid off by all the property of the Shenzhen entity and the headquarters and the subsidiaries based in Satsuma
B:B、If the debt is caused by Mr. Guo Kaiming, the controlling shareholder of Kaixuan, Yinghua can make a claim against Mr Guo as well as Desheng, who should bear joint liability, and Desheng can make a claim against Guo Kaiming
C:C、If the debt is caused by a bad business decision made by Kaixuan, Yinghua has the right to make a claim against both Xaixuan and Desheng, which should bear joint liability
D:D、If Kaixuan is unable to pay off the debt and is bankrupt, the creditor can take away Kaixuan’s investment into Desheng as well as Kaixuan’s equity in
答案: 【B、If the debt is caused by Mr. Guo Kaiming, the controlling shareholder of Kaixuan, Yinghua can make a claim against Mr Guo as well as Desheng, who should bear joint liability, and Desheng can make a claim against Guo Kaiming;
C、If the debt is caused by a bad business decision made by Kaixuan, Yinghua has the right to make a claim against both Xaixuan and Desheng, which should bear joint liability;
D、If Kaixuan is unable to pay off the debt and is bankrupt, the creditor can take away Kaixuan’s investment into Desheng as well as Kaixuan’s equity in】

2、 问题:Disregarding the corporate personality rule only applies to the scenario in which the creditor of the company is damaged.  Is this statement correct?
选项：
A:正确
B:错误
答案: 【错误】

第一章 中国公司法概览 单元测验

1、 问题:Mr. Yang holds a 10% stake in a limited liability company, which does not have a board of directors and board of supervisors. Yang found that the executive director Mr. Ho holding the company’s 90% interest) sold the company’s products at a low price to the other company which is run by his wife. Then, Mr. Ho reported in writing this matter to the supervisor of the company Mr. Jiang. For personal reasons, Mr. Jiang did not look into this matter. What is the best way Mr. Yang can do to protect the legitimate interests of the company and his own?
选项：
A:A、To convene an extraordinary meeting, removing Mr. Ho
B:B、To request the company to buy back his shares at a reasonable price
C:C、To bring a civil action for damages in the name of the company against Mr. Ho
D:D、To bring a civil action for damages in his own name against Mr. Ho
答案: 【D、To bring a civil action for damages in his own name against Mr. Ho】

2、 问题:As to the nature, legal status, legal liability of the subsidiary , which of the following statement is correct？
选项：
A:A、a subsidiary’ properties belong to the parent company which sets up the subsidaiary
B:B、When the subsidiary’s property is insufficient to settle its debts, the parent company bears a secondary liability for the debts
C:C、the subsidiary bears independent liabilities
D:D、the subsidiary can sue in its own name
答案: 【C、the subsidiary bears independent liabilities;
D、the subsidiary can sue in its own name】

第一章 中国公司法概览 单元测试1

1、 问题:Mr. Yang holds a 10% stake in a limited liability company, which does not have a board of directors and board of supervisors. Yang found that the executive director Mr. Ho holding the company’s 90% interest) sold the company’s products at a low price to the other company which is run by his wife. Then, Mr. Ho reported in writing this matter to the supervisor of the company Mr. Jiang. For personal reasons, Mr. Jiang did not look into this matter. What is the best way Mr. Yang can do to protect the legitimate interests of the company and his own?
选项：
A:A、To convene an extraordinary meeting, removing Mr. Ho
B:B、To request the company to buy back his shares at a reasonable price
C:C、To bring a civil action for damages in the name of the company against Mr. Ho
D:D、To bring a civil action for damages in his own name against Mr. Ho
答案: 【D、To bring a civil action for damages in his own name against Mr. Ho】

2、 问题:As to the nature, legal status, legal liability of the subsidiary , which of the following statement is correct？
选项：
A:A、a subsidiary’ properties belong to the parent company which sets up the subsidaiary
B:B、When the subsidiary’s property is insufficient to settle its debts, the parent company bears a secondary liability for the debts
C:C、the subsidiary bears independent liabilities
D:D、the subsidiary can sue in its own name
答案: 【C、the subsidiary bears independent liabilities;
D、the subsidiary can sue in its own name】

第二章现代公司法的基本案例 单元测试

1、 问题:Mr. Wang set up one shareholder limited liability company according to the Company Law. During the company’s existence, which of the following actions implemented by Mr. Wang violates of the provisions of the Company Law?
选项：
A:A、To decide to be the executive director and manager of the company by himself
B:B、To decide not to establish the board of supervisors, and only appoint his relative Mr. Zhang as the supervisor of the Company
C:C、To decide to use part of the company’s capital to invest into another company, but not make a written record
D:D、To develop the company business plan by himself without any meetings 
答案: 【C、To decide to use part of the company’s capital to invest into another company, but not make a written record】

2、 问题:Shuyun Co., Ltd. is a transport enterprise with ten trucks, and A is a shareholder of the company. One day, the shareholders’ meeting of the company decides to sell all trucks and turn to the advertising business. A thinks that the advertising industry has no future and firmly opposed this plan, but the resolution was still passed. A was unable to block the resolution due to his minority shareholding of 10% equity.  How can A protect his rights through one of the following actions?
选项：
A:A、To sue to the court for revoking the resolution of the shareholders meeting.
B:B、To sue to the court for dissolving the company, and distributing the remaining assets
C:C、To require the company to acquire his stake at a reasonable price
D:D、To transfer the equity to other shareholders so as to withdraw from the company
答案: 【C、To require the company to acquire his stake at a reasonable price;
D、To transfer the equity to other shareholders so as to withdraw from the company】

第二章现代公司法的基本案例 单元测试2

1、 问题:Mr. Wang set up one shareholder limited liability company according to the Company Law. During the company’s existence, which of the following actions implemented by Mr. Wang violates of the provisions of the Company Law?
选项：
A:A、To decide to be the executive director and manager of the company by himself
B:B、To decide not to establish the board of supervisors, and only appoint his relative Mr. Zhang as the supervisor of the Company
C:C、To decide to use part of the company’s capital to invest into another company, but not make a written record
D:D、To develop the company business plan by himself without any meetings 
答案: 【C、To decide to use part of the company’s capital to invest into another company, but not make a written record】

2、 问题:Shuyun Co., Ltd. is a transport enterprise with ten trucks, and A is a shareholder of the company. One day, the shareholders’ meeting of the company decides to sell all trucks and turn to the advertising business. A thinks that the advertising industry has no future and firmly opposed this plan, but the resolution was still passed. A was unable to block the resolution due to his minority shareholding of 10% equity.  How can A protect his rights through one of the following actions?
选项：
A:A、To sue to the court for revoking the resolution of the shareholders meeting.
B:B、To sue to the court for dissolving the company, and distributing the remaining assets
C:C、To require the company to acquire his stake at a reasonable price
D:D、To transfer the equity to other shareholders so as to withdraw from the company
答案: 【C、To require the company to acquire his stake at a reasonable price;
D、To transfer the equity to other shareholders so as to withdraw from the company】

第三章揭开公司面纱理论 单元测试

1、 问题:Desheng Co. is registered in Satsuma, a country, and has its headquarters and subsidiaries based in that country as well. However, its main business operated in Shenzhen, China, which is a legal person enterprise being set up and wholly owned by Taiwan Kaixuan Group. . Due to the poor operation, Desheng owed Yinghua 7 million yuan in China. Which of the following statements about the liability of the debt is wrong? 
选项：
A:A、The debt should be paid off by all the property of the Shenzhen entity and the headquarters and the subsidiaries based in Satsuma
B:B、If the debt is caused by Mr. Guo Kaiming, the controlling shareholder of Kaixuan, Yinghua can make a claim against Mr Guo as well as Desheng, who should bear joint liability, and Desheng can make a claim against Guo Kaiming
C:C、If the debt is caused by a bad business decision made by Kaixuan, Yinghua has the right to make a claim against both Xaixuan and Desheng, which should bear joint liability
D:D、If Kaixuan is unable to pay off the debt and is bankrupt, the creditor can take away Kaixuan’s investment into Desheng as well as Kaixuan’s equity in
答案: 【B、If the debt is caused by Mr. Guo Kaiming, the controlling shareholder of Kaixuan, Yinghua can make a claim against Mr Guo as well as Desheng, who should bear joint liability, and Desheng can make a claim against Guo Kaiming;
C、If the debt is caused by a bad business decision made by Kaixuan, Yinghua has the right to make a claim against both Xaixuan and Desheng, which should bear joint liability;
D、If Kaixuan is unable to pay off the debt and is bankrupt, the creditor can take away Kaixuan’s investment into Desheng as well as Kaixuan’s equity in】

2、 问题:Disregarding the corporate personality rule only applies to the scenario in which the creditor of the company is damaged.  Is this statement correct?
选项：
A:正确
B:错误
答案: 【错误】

第八章并购+公司治理 单元测试8

1、 问题:Five persons, A, B, C, D and E,establisha limited company jointly. Investment agreement appointed that A contribute ¥100,000cash, he has paid ¥60,000, and still ¥ 40,000unpaid. In a shareholders meeting, herequestedexempting the￥40,000 contribution obligation. Of the five shareholders,four agreed. C, who was against the shareholder’s decision,suedto the court, and claim confirming the shareholder resolution invalid. In this regard, which of the following statements is correct?
选项：
A:A、 The resolution is invalid, and debt is not exempted.
B:B、The resolution is effective, and the debt has been exempted from A
C:C、The resolution is subject to the consent of all shareholders to be effective.
D:D、The resolution can be revoked, any shareholder other than A enjoyedtheright of revocation.
答案: 【A、 The resolution is invalid, and debt is not exempted.】

2、 问题:Mr. Wang appliesloanfroma bank, and needs guarantees of others. Mr. Chen is the controlling shareholder and chairman of A company, and alsolong-time friend of Mr. Wang. Mr. Wang turned to Mr. Chen for the guaranteeof A company. A company’s articles of association provideswhenthe company providesguarantee for a third party, it is subject to shareholders meeting resolution. Which of the following options is correct?
选项：
A:A、A company shall not provide guaranteefor Mr. Wang, because Mr. Chen can’t provide counter-guaranteeto A company.
B:B、A company shall not provide guarantee for Mr. Wang, because the company Law prohibits companies guarantee for personal.
C:C、A company can provide guarantees for Mr. Wang, but should subject to resolution of the shareholders meeting.
D:D、A company can provide guarantees for Mr. Wang, but Mr. Chen can’t vote at the shareholders’ meeting.
答案: 【C、A company can provide guarantees for Mr. Wang, but should subject to resolution of the shareholders meeting.】

第四章公司的设立、分类和登记（1） 单元测试4

1、 问题:Company A, Company B and Mr. Liu, Mr. Xie want to jointly set up a limited liability company with 2 million yuan registered capital. They promised to  make investment in the following manner when they draft the articles of association. Which of the following investment is illegal?
选项：
A:A、A company invests with its corporate goodwill, which is estimated to be worth 800,000 yuan.
B:B、 B company invests with its well-known brand and franchise right, which is estimated to be worth 600,000 yuan.
C:C、Mr. Liu invests with his insurance policy which is insured for 200,000 yuan. 
D:D、Mr. Xie invests with his house with mortgage, and the house is estimated to be worth 400,000 yuan.
答案: 【A、A company invests with its corporate goodwill, which is estimated to be worth 800,000 yuan.;
B、 B company invests with its well-known brand and franchise right, which is estimated to be worth 600,000 yuan.;
C、Mr. Liu invests with his insurance policy which is insured for 200,000 yuan. ;
D、Mr. Xie invests with his house with mortgage, and the house is estimated to be worth 400,000 yuan.】

2、 问题:The total shares of a listed company is 1.5 million, the company promised not to increase their investment within three years in its split share structure reform, and then the company’s article of association have been modified. Which of the following revised contents is illegal?
选项：
A:A、Shares being held by the directors of the Company cannot be transferred within three years after   resignation.
B:B、The company repurchases back 10 million of its shares within one year  as stock options.
C:C、Shares being held by Supervisor of the Company can be sold after being approved by the general shareholders meeting at the time of resignation.
D:D、In any time, a company must not accept its own shares as collateral.
答案: 【B、The company repurchases back 10 million of its shares within one year  as stock options.;
C、Shares being held by Supervisor of the Company can be sold after being approved by the general shareholders meeting at the time of resignation.】

第五章公司的设立、分类和登记（2） 单元测试5

1、 问题:The following statement aboutthe branches of foreign companies, which is wrong？
选项：
A:A、Chinese law take approvalPrinciple forestablishing branches of foreign companies.
B:B、 Branches of foreign companies do not have Chinese nationality。
C:C、 Branches of foreign companies do not have independent legal personality.
D:D、Branches of foreign companies can be for commercial purposes and also can befor public interestpurpose.
答案: 【D、Branches of foreign companies can be for commercial purposes and also can befor public interestpurpose.】

2、 问题:"Company Law" of China provides that the establishment of branches of foreign companies in our country shall have the conditions including ().
选项：
A:A、Branches of Foreign Companies shall indicateits nationality and form of liability of the foreign company in its name
B:B、Foreign companies shall designate representative or agent for the branch in China
C:C、Foreign companies must designate the person with Chinese nationality as the representative or agent for its branch in China