Answer all questions based on your knowledge of the Model Business Corporations Act (MBCA), the Delaware General Corporation Law (DGCL), Uniform Partnership Act (1997), and general principles of the common law of business associations. You may use case names if you like to support your arguments, but case names are not required. Assume that you are in the newly formed State of Osage, created from parts of Missouri, Kansas and Arkansas, in the United States and that cases in your casebook are of persuasive, but not binding, authority. You should assume that the State of Osage has adopted the MBCA, but since the state’s case law is not yet well-developed, the courts have looked to both MBCA states and Delaware opinions, especially opinions based in DE’s common law of business associations.
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