1.

A, B and C, capitalist partners, each contributed P 30,000, P 20,000 and P

10,000, respectively and D, the industrial partner, contributed his services.
Supposed X, a customer, is the creditor of the firm to the amount of P 180,000.
How can X recover the P 180,000?

(1 Point)
X must sue the firm and get the P 60,000 from all the partners including D, the industrial partner.
X can still recover the balance of P 120,000 from the four partners jointly
X can recover from the firm P 60,000. X can still recover the balance of P 120,000 from the
capitalist partners only.
X can recover from the firm P 60,000. X can recover the balance of P 120,000 from any of the
partners solidarily
X can recover from the firm P 60,000 and consider the balance of P 120,000 as loss
2.If a non-voting share is issued, the  holder can still has the right to vote on the
following, except

(1 Point)
election of board of trustees/directors
increasing or decreasing capital stock
merger or consolidation
dissolution
3.For purposes interlocking directors, the stockholdings shall be considered
substantial if

(1 Point)
Exceeding 10% of the authorized capital stock
Exceeding 10% of the outstanding capital lock
Exceeding 20% of the authorized capital stock
Exceeding 20% of the outstanding capital stock
4.Frequency of regular meetings of board of directors
(1 Point)
weekly
daily
yearly 
monthly
5.Janet Garing  was issued a  non-voting share in Dengvaxia Corporation. Which
corporate matter is she prohibited from
(1 Point)
Dissolving the corporation
Increasing or decreasing capital stock
Creating bonded indebtedness
None of the above
All of the above
6.Writing or certificate issued to a stockholder entitling him to a payment of
money or the like at some future time inasumuch as the corporation if the
corporation at the time dividends are declared does not have sufficient cash or
such is reserved for other purposes.

(1 Point)
optional
scrip
composite
iquidating
7.A shareholders’ option to subscribe to allotment of shares in proportion to his
holding of outstanding shares, before new shares offered to others

(1 Point)
Voting right
Pre-emptive right
Ultra vires act
Appraisal right
8.Minimum number of board of directors in an executive committee
(1 Point)
3
5
15
20
9.Chyna,  Brit, Amboy and Japee are partners of UN Partnership with a
partnership property of P1M, with Japee as limited partner. All of them actively
manage the partnership.  If the partnership incurred a loss of P2M, how much is
each partner bound to contribute after partnership assets have been
extinguished 
(1 Point)
1M
250,000
333,333
666,667
10.Adopting a corporate seal is an example of this kind of corporate power:
(1 Point)
express
implied
incidental
necessary
11. Part or portion of the profits of a corporation set aside, declared and ordered
by the directors to be paid ratably to the stockholders on demand or at a fixed
time.

(1 Point)
profits
per diem
dividend
stocks
12.Which one of the following is not a requisite prescribed by law in order that a
partnership may be held liable to a third party for the acts of one of its partners?
(1 Point)
The contract must be in partnership name or for its account.
The partner binds the partnership by acquiescence for obligations he may have contracted in
good faith.
The partner must act on behalf of the partnership.
The partner must have the authority to bind the partnership.
13.The articles of incorporation differ from by-laws in the articles of incorporation
are
(1 Point)
 Yes, the partnership is dissolved by the marriage because there is a change in equity among the
partnership
No, the marriage did not dissolve the partnership
No, because spouses can enter into a universal partnership
Yes, because spouses cannot enter into a particular partnership or be thereof
14.Warehouse receipts or shares of stock of another corporation are examples of
this kind of dividend.

(1 Point)
cash
stock
property
optional
15.The following cannot be close corporations, except:

(1 Point)
Bank
oil company
fast food chain
educational institution
16.If the corporation has commenced the transaction of its business, the
corporate franchise or certificate of incorporation may be suspended or revoked,
if it subsequently becomes continuously inoperative for a period of at least
(1 Point)
4 years
3 years
2 years
5years
17.A, B and C are partners in ABC Company. D represented himself as a partner in
ABC Company to E, who, on the belief of such representation, extended a P
300,000 credit to ABC Company. Assuming only B and C consented to such
representation, who will be held liable to E?.
(1 Point)
 E extended the credit to ABC Company so a partnership liability exists. Thus, all the partners A, B,
C and D, are liable.
B, C and D are partners by estoppel and thus, are liable pro-rate to E.
Partners A, B and C who benefited from the credit extended by E are liable
D who made the representation is liable to E
18.Which of the following statements is true

(1 Point)
Regular meetings of directors can be held anywhere in the Philippines
Regular meetings of trustees cannot be held abroad.
Special meetings of stockholders can be held outside the Philippines
Special meetings of directors should be held in Metro Manila.
19.In disqualifying a board of director, which of the following statements is not
true:
(1 Point)
Violation of the corporation code committed five years before a director’s election.
The act committed must involve moral turpitude
Existence of a final judgment sentencing him to imprisonment for 7 years
Existence of a judgment sentencing him to imprisonment for 10 years.
20.A and B entered into a universal partnership of all present property. The
common property of the partnership shall be:
(1 Point)
All the properties which belonged to each of the partners at the time of the constitution of the
partnership.
All the properties which shall belonged to each of the partners after the constitution of the
partnership
All the properties which belonged to each of the partners at the time of the constitution of the
partnership as well as the profits which they may acquire therewith
All the properties which belonged to each of the partners at the time of the constitution of the
partnership as well as properties which each may acquire thereafter
21.Continuing proxy can be held for a period of __ .
(1 Point)
5 days
5 months
 5 years
5 weeks
22.Occurs when a  director enters into a contract with a corporation where he is a
director.
(1 Point)
self dealing directors
disqualified director
interlocking directors
disloyal director
23.Which of the following statements is true:
(1 Point)
Proxy voting is allowed only in stockholders or members meetings.
Proxy voting is allowed in case of directors meetings
Proxy voting is allowed in case of board meetings
Proxy voting is allowed in stockholders/member and directors/board meetings
24.Alex, Bong, Caleen, Dorah, Ester and Fernando are partners with Alex and
Fernando as limited partners.  All equally contributed  P600.000 in the
partnership property.  In 2012 the partnership incurred P700,000 losses, after the
partnership property was sold.  How much is the personal liability of Fernando?
(1 Point)
100,000
117,000
0
350,000
25.Which of the following is not a character of close corporation:

(1 Point)
All its issued stock shall not be held of record by not more than 20 persons
Stocks are not listed in any stock exchange and offered to the public
All its issued stock shall be subject to 1 or 2 restrictions
All its issued stock shall not be held of record by not less than 20 persons
26.Atty. Anna joined as a limited partner in ABC partnership. Which of the
following can she not contribute?
(1 Point)
 100 sq. m lot in Cubao, Quezon City
Oris Divers Watch
P50,000 cash
legal services
27.May contribute  money, property or industry to a common fund

(1 Point)
Both the general and limited partners
Limited partners
General partners
Capitalist partners
28.One of the following incidents may be a cause for involuntary dissolution of a
partnership. Which is it?

(1 Point)
Termination of the partnership
Insolvency of any partner
Express will of any partner
Expulsion of any partner
29.Essential elements or feature of a partnership, except
(1 Point)
Must have a lawful object or purpose
There must be a contribution of money, property or industry to a common fund
With intention to divide and contribute whatever profits they make to other people
Must be established for the common benefit or interest of the partners
30.In essence a partnership is a contract of

(1 Point)
loan
trust
agency
service
31.In the theory of corporate opportunity, which of the following statement is not
true:
(1 Point)
disloyal acts can be ratified by 2/3 votes of stockholders
disloyal director should account to the corporation all profits by refunding it
disloyal acts can be ratified by majority votes of stockholders
 theory applies if the director obtains for himself an opportunity which should belong to the
corproation
32. X, Y and Z are equal partner to XYZ Partnership. A owes the XYZ Partnership
for P 9,000. Z, a partner collected from A P 3,000 before X and Y received
anything. Z issued a receipt on the P 3,000 as his share of what A owes. When X
and Y collected from A, A was insolvent
(1 Point)
Partners Z shall share partners X and Y with the P 3,000
Z cannot be required to share X and Y with the P 3,000
X and Y should first exhaust all remedies to collect from A
X and Y can automatically deduct from the capital contribution of Z in the partnership their
respective share in the P 3,000
33.If the articles of a partnership are kept secret among the members, the
partnership shall not have juridical personality and shall be governed by the
provisions on  __________.

(1 Point)
obligations and contracts
co-ownership
partnerships
corporations
34.One some or all directors in one corporation are also directors in another
corporation

(1 Point)
self dealing directors
disqualified director
interlocking directors
disloyal director
35.A corporate officer or directors cannot, take advantage for their personal
benefit a business opportunity which the corporation is financially able to
undertake.
(1 Point)
Doctrine of corporate fiction
Trust fund doctrine
Doctrine of corporate opportunity
Doctrine of limited capacity
36.Doctrine used when a corporation is used to defeat public convenience, justify
wrong, protect fraud or defend a crime or made as a shield to confuse the
legitimate issues or where a corporation is a mere alter ego or business conduit
of a person.
(1 Point)
Business opportunity
De facto doctrine
Trust fund doctrine
Piercing the veil of corporate fiction
37.The following are specific rights of a limited partner, except:
(1 Point)
court decree of winding up
formal account of partnership affairs
demand full information on partnership matters
management
38.Unless otherwise fixed in the by laws, regular meetings of stockholders in this
month

(1 Point)
January
June
April
December
39.Frequency of regular meetings of  stockholders:

(1 Point)
 weekly
daily
yearly
monthly
40.Which is not a minimum qualification of  an incorporator of a corporation:
(1 Point)
legal age
owns 1 share of a corporation
juridical person
natural person