In 1997, amber corp., a closely held corporation, was formed by adams, frank,
and berg as incorporators and stockholders. adams, frank, and berg executed a written
voting agreement which provided that they would vote for each other as directors and
officers. in 2001, stock in the corporation was offered to the public. this resulted in an
additional 300 stockholders. after the offering, adams holds 25% , frank holds 15%, and berg holds 15% of all issued and outstanding stock. adams, frank, and berg have been
directors and officers of the corporation since the corporation was formed. regular
meetings of the board of directors and annual stockholders meetings have been held.
a. amber corp. must be formed under a state=s general corporation statute.
b. amber corp.'s articles of incorporation must include the names of all stockholders.
c. amber corp. must include its corporate bylaws in the incorporation documents filed
with the state