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1.

Dennis subscribed to 10,000 shares of XYZ Corporation with a par value of


P100 per share. However, he paid only 25% of the subscription or
P250,000.00. No call has been made on the unpaid subscription. How many
shares is Dennis entitled to vote at the annual meeting of the stockholders
of XYZ? (A) 10,000 shares (B) 2,500 shares (C) 100 shares (D) 0 shares (E)
None of the above. (2013 BAR)
ANSWER: (A) 10,000 shares. Section 70 of the Revised Corporation Code of
the Philippines (RCCP) provides that no delinquent stock shall be voted for,
be entitled to vote, or be represented at any stockholder’s meeting. And
that Section 66 of RCCP further states that only if no payment is made
within thirty (30) days from the date specified in the contract of
subscription or in the call shall the stocks covered by the subscription shall
thereupon become delinquent. In the case at hand, neither a date was
specified nor call was made by the board of directors. Thus, all shares not
being delinquent shall be entitled to vote and be voted for.

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