36.11 Business Ethics
Within this case it was not unethical for Goodman to refute personal liability. When the contract was signed Goodman at already told DDS that a corporation was assigned to do the work. Although the qualifications of corporation were not completed until after the work was supposed to be completed, within the time of this altercation Goodman symbolized that the corporation was going to do the work and signed the contract on in place of the corporation. From an ethic point of view Goodman is safe. A collective term for such things as leases, sales contracts, contracts to purchase property, and employment contracts entered into by promoters on behalf of the proposed corporation prior to its actual incorporation. The articles of incorporation (or corporate charter) is the basic governing document of a corporation. It must be drafted and filed with, and approved by, the state before the corporation can be officially incorporated. Under the RMBCA, the articles of incorporation must include [RMBCA Section 2.02(a). Although the contract said that a corporation was in formation is just not enough reasoning to prove that Goodman is liable.
Cheeseman, Henry (). Business Law: Legal Environment, Online Commerce, Business Ethics
and International Issues(7).
Within this case Lawerence Gay will not win due to the fact that the Board would be entitled to not pay a dividend because when a corporation declares a dividend, it sets a date, usually a few weeks prior to the actual payment, that is called the record date. Persons who are shareholders on that date are entitled to receive the dividend, even if they sell their shares before the payment date. Once declared, a cash or property dividend cannot be revoked. Shareholders can sue to recover declared but unpaid dividends. Whenever a dividend is not paid it increases what the company is worth being that the money, thus this would make Lawrence’s portion worth more.