The following are requisites of a valid Corporate Act by the Board of Directors, except:

Which of the following does not bring about corporate dissolution?

Which of the following corporate acts requires the approval of the majority of the outstanding capital stock or of the members of the private corporation

One of the following is a ground for the suspension or revocation of the Certificate of Incorporators by the SEC

Statement 1 - A director is removed from office by a vote of the stockholders holding at least 2/3 of the outstanding capital stock. The vacancy occasioned by such removal can be filled by the vote of the majority of the remaining directors if still constituting a quorum Statement 2 - It is illegal to issue watered stock. However, stocks issued without any consideration at all justified if such issues are bonus share.

First Statement - If the surplus profits of the stock corporation reaches the level equal to its paid-up capital, the SEC may compel the corporation to declare dividends, otherwise it will be liable for surtax on improperly accumulated surplus. Second Statement - In a corporation, two or more positions may be held concurrently by the same person, except that no one person shall act as President and Chairman of the Board.

Any director of a corporation maybe removed from office by a vote of

Stock corporations are prohibited from retaining surplus profits in excess of one hundred percent (100%) of their paid-in capital stock. Three of the following enumeration are exceptions. Which does not belong to the exception?

This is a right to financial statements.

How many number of votes of the Board of Directors are required to change the name of a corporation?

Purely ultra vires acts of the officers of a corporation to invest corporate funds in another business or corporation, i.e., acts not contrary to law, morals, public policy may be ratified by:

1st statement: No dividends can be declared out of appraisal surplus as this could amount to declaration of dividend out of capital. 2nd statement: If the surplus profits of the stock corporation reaches the level equal to its paid-up capital, the SEC may compel the corporation to declare dividends otherwise it will be liable for a surtax on improperly accumulated surplus. Which of the following is correct?

May a director enter into a contract with another corporation of which he is also a partner? 1st answer: no, if the vote of such director is not necessary for the approval of the contract. 2nd answer: yes, if the presence of the director concerned is not necessary to constitute quorum and he does not participate in the board approval of the contract which is deemed fair and reasonable under the circumstances.

The following are some of the requisites of a de facto corporation. Choose the exception

The corporation has a nine-member board. Two of the members of the Board have sold their shares while two others are abroad. To have an quorum, this number is required.

They are issued to those who helped in incorporating the company on for services rendered in launching the welfare of the company;

As regards to corporate by – laws, which of the following rules is not correct?

As regards treasury stocks, which is not correct?

Which of the following cannot be lawfully exercised by a non-stock corporation?

A corporate officer or director cannot take advantage their personal benefit in business opportunity which the corporation is financially able to undertake.

The required minimum authorized capital stock for stock corporation is:

Shares deposited by the seller or his agent with a bank or third party to be delivered to the buyer or subscriber only upon the fulfillment of the stipulated suspensive condition

A, B, C, D and E organized a corporation. An article of incorporation was prepared, signed and acknowledge before a notary public and filed with the SEC. The corresponding certificate of incorporation was issued. It turned out, however, that A, B and C are not residing in the Philippines. What is the status of the corporation?

Which of the following is(are) valid consideration for the purchase of stocks of a corporation? I. Real estate II. A negotiable promissory note in money III. Monetary consideration for services to be performed

Suppose “X’ Corporation has an authorized capital stock of 100,000 divided into 1000 shares of stock with par value of 100 each Subscribers: A – 100 shares and paid 8,000 B – 160 shares and paid 100 C – 250 shares and paid 4,000 D – 50 shares and paid 5,000 E – 200 shares and paid 600 Which of the following subscription will qualify the Pre-subscription requirement of Incorporation?

In no case shall the total yearly compensation of directors exceeds.

Which of the following is true

In three of the following, these persons qualify to be incorporators. Which is the exception?

ln three of the following instances, shares with or without voting rights can be voted, except:

The merger or consolidation of corporations become effective upon approval by the constituent corporations of the plan of merger or consolidation as the case may be. After the merger, the absorbed corporation must undertake dissolution and winding-up procedures.

A majority of the directors or trustees of all corporations organized in the Philippines must be citizens of the Philippines. Any two or more positions may be held concurrently by the same person, except that no one shall act as president and secretary or as secretary and treasurer at the same time

For a de facto corporation to exist, it is necessary that it is issued by the SEC a certificate of incorporation just like a de jure corporation. ln corporation by estoppel, those who represent themselves as forming by a corporation are liable as stockholders to third persons.

I. Redeemable shares may be taken up or purchased by the corporation even in the absence of surplus profits. II. Treasury shares may be reissued for a reasonable price even below par value.

In case of shares owned in common by two or more stockholders, the consent of either is enough to vote the same. The pledgee or mortgagee shall have the right to vote the shares unless stipulated otherwise.