Written work

1. What are the requisites in the statement of the purpose or purposes for which a
corporation is formed?

 A declaration of the company's mission duration of the corporation information

on the number of shares and stock classes that the company is allowed to issue.
The incorporators' or original officers' or directors' names and addresses;

2. May individuals organize a corporation by mere agreement like in the formation of a

general partnership? Explain

 A corporation is an artificial being created by operation of law, having the right of

succession and the powers, attributes, and properties expressly authorized by law
or incidental to its existence. A corporation, like a partnership, may be formed by
the mere agreement of 5 or more persons.

3. How shall the 25% subscription requirement be computed where the capital stock
consists only of par value shares?

 Under the law, the total capital stock subscribed at the time of incorporation must
be at least 25% of the authorized capital stock of the corporation being formed.
Enterprises are required to pay, in full amount, at least 25% of the subscribed
capital stock, an amount of which should not be less than ₱5,000.

4. What are the essentials for the existence of a de facto corporation?

 (1) A legitimate statute under which such a corporation may be created; (2) a bona
fide or good faith attempt to organize there under; and (3) an actual user of the
corporate franchise are the conventional elements of the de facto concept.

5. A corporation was continuously inoperative for three (3) years. Is the corporation deemed
dissolved?

 After adequate notice and hearing, the Securities and Exchange Commission
(SEC) may dissolve a corporation that has begun operations but has been inactive
for at least 5 years.

6. Two (2) years before the expiration of the corporate term of existence, the corporation
applied with the Securities and Exchange Commission for extension of said term. Under
the law, can the extension be granted?
  A delinquent corporation has two years to restart operations and comply with all
SEC obligations. A corporate term for a specific period may be extended or
shortened by amending the articles of incorporation: provided, however, that no
extension may be made earlier than three (3) years prior to the original or
subsequent expiry date(s) unless the Commission determines that there are
justifiable reasons for an earlier extension: provided, further, that such extension
of the corporate term shall take effect only on the day following the original or
subsequent expiry date(s).

7. Under Section 10, there must be at least five (5) incorporators in the formation of a
corporation. X organized a corporation, together with A, B, C, and D. All the shares are
admittedly owned by X who register four (4) shares in the name of A, B, C, and D. Is this
a violation of the mandatory requirement of minimum number of incorporators?

 Under the Revised Corporation Code, two or more people, but no more than 15,
can organize and incorporate a new domestic corporation. A One-person
Corporation (OPC) can only have one stockholder and a single director. As a
result, its registration must adhere to the distinct rules for establishing an OPC.

8. Under Section 13, at least 25% of the authorized capital stock must be subscribed and at
least 25% of the subscription must be paid up but the paid - up capital must not be less
than P5,000 with where the authorized capital stock of the corporation is. Can this
requirement be complied only P20,000?

 Amount of capital stock that must be subscribed to and paid in order to form a
corporation. - At least twenty-five percent (25%) of the authorized capital stock as
stated in the articles of incorporation must be subscribed at the time of
incorporation, and at least twenty-five percent (25%) of the total subscription
must be paid upon subscription, with the balance payable on a date or dates fixed
in the subscription contract without need for call, or in the absence of a fixed date
or dates, upon call for payment by the board of directors: Pr