1. In the Revised Code, the 50 year corporate term has been removed.

True False

2. ABC Inc. has an authorized capital stock of P60,000. Under Revised Corporation Code, which of the following comply with the capital requirements of law for valid incorporation?

A. Actual subscription of P24,000 and paid up capital of P5,200 B. Actual subscription of P122,000 and paid up capital of P5,000 C. Actual subscription of P15,000 and paid up capital of P3,750 D. Any of the following options

3. Online Meeting and Teleconference are now allowed as a remote communication methods

True False

4. Under the Revised Corporation Code, what is the life of a private corporation?

A. Maximum of 50 years B. Maximum of 150 years C. Maximum of 100 years D. It has perpetual existence unless its articles of incorporation provides for a specific term.

5. Under the Revised Corporation Code, the following are the qualifications of incorporators or founders of a private corporation, except

A. Any person, partnership, association or corporation, singly or jointly may become incorporators but not more than fifteen (15) in number may become incorporators. B. All incorporators must be Filipino citizens. C. In stock corporations, each must own or subscribe to at least one share, while in nonstock corporations, members are not owners of shares of stocks, and their membership depends on terms provided in the articles of incorporation. d. Compliance with the required minimum ownership of Filipino or maximum ownership of foreigners in industries reserved to Filipinos as provided in the Constitution or Foreign Investment Act or Special Laws D. Majority must be residents of the Philippines in case of corporate aggregate and all must be of legal age.

PART II: 1980 Corporation Code - True or False

6. The chief archbishop, rabbi or other religious leader becomes a corporation sole from and after the filing of the articles of incorporation with the Securities and Exchange Commission.

True False

7. In case of deadlocks in the management of the affairs of a close corporation, the Securities and Exchange Commission may order the corporation to acquire its own shares provided the has unrestricted retained earnings to cover the shares.

True False

8. All persons who assume to act as corporations knowing it to be without authority to do so shall be liable as general partners for all debts and damages arising as a result thereof.

True False

9. A stockholder may be denied the right to inspect the books of the corporation if in the past he improperly used the information which he obtained from another corporation of which he is also a stockholder.

True False

10. When vacancy in the board arises from the death of a director such vacancy may be filled by the remaining provided they still constitute a quorum

True False

11. A director is required to be an owner of at least one share of a corporation. However, he continues to be a director although he has disposed of all his shares provided the term for which he was elected has not yet expired.

True False

12. The by-laws are not required in the acquisition by a corporation of a juridical personality.

True False

13. The due existence of a de facto corporation may be attacked collaterally in a proceeding.

True False

14. As a rule, directors are not entitled to compensation as such directors but they may receive compensation if they serve the corporation in another capacity.

True False

15. A foreign corporation may do business in the Philippines by obtaining a license but without the need of incorporating under Philippine laws.

True False

16. The business of a close corporation may be managed by the stockholders instead of by the board of directors.

True False

17. Stockholders or members cannot delegate to the board of directors the power to amend, repeal or adopt new by-laws.

True False

18. The continuous in operation of a corporation for a period of at least 5 years will result in its automatic dissolution.

True False

19. When a stockholder exercises his appraisal right, all his rights as a stockholder, except the right to receive payment of the fair value of his shares will be suspended.

True False

20. Unless otherwise provided by the articles of incorporation or by-laws, the quorum in the meetings of the board of directors is the majority of the total number of the board of directors.

True False

21. The Meetings of directors may be held in or outside the Philippines, unless the by-laws provide otherwise.

True False

22. A director individually and as such can bind the corporation since he is an agent of the corporation.

True False

23. A Subscriber's name may appear in the articles of incorporation were may not be an incorporator of the corporation.

True False

24. A stockholder can transfer his shares to another person without the consent of the other stockholders.

True False

25. A corporation commences to exist upon the execution of the articles of incorporation by the incorporators.

True False

26. The by-laws of a non-stock corporation may validly provide that members may vote by mail.

True False

27. The number of trustees in a non-stock corporation may be more than 15.

True False

28. As a rule, the majority of the incorporators of a corporation formed under Philippine laws must be citizens of the Philippines.

True False

29. If a meeting of stockholders or members is improperly held or called, the act taken in such a meeting will not be valid even if the act is within the stockholders were present or duly represented in such meeting.

True False

30. Holders of shares not fully paid but which are not delinquent shall have all the rights of a stockholder except the right to a stock certificate.

True False

31. A Provision in the by-laws requiring that one must be the owner of more than one share of stock to be eligible as director is valid.

True False

32. A corporation is dissolved upon the expiration of the period for which it was formed unless the said period is extended.

True False

33. If a stockholder has pledged his shares to secure a debt, the right to vote the shares is transmitted automatically to the pledgee.

True False

34. After dissolution, a corporation shall nevertheless continue to exist as a body corporate for 3 years not for continuing the business but for liquidating its affairs.

True False

35. A contract entered into between a corporation and one of its directors may still be valid even if such director was present in the board meeting for the approval of the contract.

True False

36. A subscription is generally an indivisible contract. Accordingly, the certificate of stock therefore may not be issued unless the subscription and other amounts due from the stockholder have been paid

True False

37. The right of a stockholder to acquire new issues of shares may be denied in the articles of incorporation.

True False

38. Shares of stock may be issued for service to be performed at some future time such as that to be rendered by a lawyer for the increase in the capital stock of a corporation.

True False

39. A trustee in a voting trust agreement acquires legal title to the shares entrusted to him.

True False

40. A corporation may be formed for more than one purpose.

True False

41. The entire consideration received for the issuance of no-par shares shall all be treated as capital and no part thereof shall be available for distribution as dividends.

True False

42. In the meetings of the board of directors, the vote required for the approval of an act is the majority of those present provided there is a quorum except in the election of the officers which requires a majority of the total number of the board of directors.

True False

43. A share of stock is an intangible personal property.

True False

44. The officers of a non-stock corporation may be elected directly by the members instead of by the board of trustees.

True False

45. The by-laws of a non-stock corporation may validly provide that meetings of members may be held outside the city or municipality where the principal office of the corporation is located provided that such other place must be within the Philippines.

True False

46. The board of directors may abandon a previously approved act to sell or dispose all or substantially all of corporate property without any further approval from the stockholders or members.

True False

47. If no payment is made by a subscriber on the due date of his subscription, his shares become delinquent on the day following.

True False

48. A subscription contract must be in writing to be enforceable if the amount or the subscription is P500.00 or more.

True False

49. A voting trust agreement enables a stockholder to retain control of the corporation of which he is a stockholder during the time that the voting trust agreement is in effect although he may have disposed of all his shares.

True False

50. A delinquent stock is deprived of all the rights of a stockholder including the right to dividends.

True False

51. As a rule, directors of a corporation may be removed with or without cause.

True False

52. The by-laws of a corporation may validly provide that one may be the President and Secretary or President and Treasurer at the same time.

True False

53. All subscribed shares are issued shares whether or not fully or partially paid as long as there is a binding subscription agreement.

True False