tende t Ramet ae MIDTERM EXAMINATION (Midterm Examination Coverage: Revised Corporation Code) MULTIPLE CHOICE 1. Itmeans the transfer of data between two or more devices not located at the same site. Remote communication Teleconferencing Video conferencing Computer conferencing pegs 2. What government agency is entrusted with supervision and regulation of a private corporation? a. Privacy Commission b. Anti Red Tape Authority c. Securities and Exchange Commission d, Department of Trade and Industry Which of the following acts may be done validly by an ordinary non-stock corporation? a. Distribute any part of its income as dividends b. Use its incidental profit for any purpose other than the purpose to which it is organized c. Bothaandb d. None ofa and b It is the holding of a conference among people remote from one another by means of telecommunication devices such as telephone or computer terminals. Remote communication Teleconferencing Video conferencing Computer conferencing poop 5. Which of the following can be considered a resident agent of a foreign corporation doing business in the Philippines? a. An individual who must be of good moral character and of sound financial standing. b. A domestic corporation of sound financial standing and must show proof that it is in good standing as certified by the SEC. c. Bothaandb d. None ofaandb 6. Appraisal right may not be exercised in one of the following cases: 834 errrreee aeMid! 7. aos 8. pose 10. a. b. c d. 11. term Examination Disloyal board of director Any amendment to the articles of incorporation that changes or restricts the rights of any stockholder or class of shares Merger or consolidation Investment of funds in another corporation or business for a purpose other than its primary purpose I. Directors or trustees who cannot physically attend or vote at board meetings can participate and vote through remote communication such as videoconferencing, teleconferencing, or other alternative modes of communication that allow them reasonable opportunities to participate. Il. Directors or trustees can attend or vote by proxy at board meetings. Both are true Both are false Only Lis true Only I is true 1. Corporations may issue their own internal procedures for the conduct of board meetings through remote communication or other alternative modes of communication to address administrative, technical and logistical issues. Il. As a rule, a 2/3 of the directors or trustees as stated in the articles of incorporation shall constitute a quorum. Both are true Both are false Only lis true Only Il is true The following are the involuntary method of dissolution. Which one is voluntary? Non-use of corporate charter Continous inoperation of a corporation Upon receipt of a lawful court order dissolving the corporation By the judgment of the SEC after hearing of petition for voluntary dissolution where creditors are affected tatements relative to a certificate of stock is false: er the Negotiable Instrument Law vidence of ownership of the shares of One of the following st It is a negotiable instrument und It is a document that serves as e' stock Both a and bare true None of aand b are true 1. Adirector or trustee who participates through remote communication, shall be deemed present for the purpose of attaining quorum. 835Midterm Examination Il. Notice of meetings may be sent to all directors or trustees through electronic mail, messaging service or such other manner as may be provided by the bylaws or by board resolution. aoe 12. N BID oes seo ees 1b Both are true Both are false Only lis true Only Il is true ‘ What is the maximum number of stockholders in a close corporation? 15 stockholders 20 stockholders 25 stockholders 30 stockholders 13. The majority of the outstanding capital stock or members entitled to vote sp c. d. 14. a. b. e d. 15, a. 9 shall be necessary for the approval of: Removal of directors or trustees Fixing of issued price of no-par value shares Delegation to the board of directors of the power to amend or repeal the by-laws or adopt new by-laws Call of special meeting to remove directors or trustees During corporate meetings through remote communication, the following are the duties of the corporate secretary, except: Ensure that suitable equipment and facilities are available for the conduct of meeting by remote communication. Ensure that the attendees are able to hear and see the other participants clearly during the course of the meeting and that attendees should be able to communicate and understood by the other party. Ensure that the visual and audio recordings of the meeting are secured. To preside at the meeting. During corporate meetings through remote communication, the following are the duties of the corporate secretary, except: Ensure that the visual and audio recordings of the election/meeting are current and on-going and that there is no stoppage or interruption. Should an interruption or stoppage occur, the recording shall restart from the point where it was stopped or interrupted with proper statement of points in time. Ensure to safe-keep and perpetuate in updated date storage equipment or facility the visual and audio recordings. To preside at the meeting. Require those who attended the meeting through remote communication, to sign the minutes of the meeting whenever the act of signing is practicable, on a reasonable time after the meeting. 836Midterm Examination naftecins Emaette wy 16. What is the effectivity date of the merger or consolidation? a. Upon approval of the amended plan of merger or consolidation. b. Upon approval of the plan of merger or consolidation. c. Upon submission of the plan of merger or consolidation. d. Upon issuance of a certificate approving the articles and plan of merger or consolidation. «0 17. Which of the following statements relative to corporate stockholders’ or members’ meetings is true? It is always held after April 15 of every year It can be conducted anywhere in the Philippines It may be attended by means of proxy Notice of regular meetings shall be sent at least 14 days prior to the meeting aoe 18. I. A quorum shall consist of the stockholders representing a majority of the outstanding capital stock or a majority of the members in the case of nonstock corporations. Il. A stockholder or member who participates through remote communication or in absentia shall be deemed present for purposes of quorum. a. Both are true b. Both are false c. Only lis true d. Only Ilis true 19. I. The right to vote of stockholders or members may be exercised in person, through a proxy, or when so authorized in the bylaws, through remote communication or in absentia. Il. The right to vote of stockholders or members may be exercised also through remote communication or in absentia when authorized by a resolution of the majority of the board of directors. a. Both are true b. Both are false c. Only lis true d. Only IN is true 20. The stock and transfer book or membership shall be closed how many days before the scheduled special meeting of stockholders? ‘At least 7 days before the scheduled date of the meeting At least 15 days before the scheduled date of the meeting At least 20 days before the scheduled date of the meeting At least 21 days before the scheduled date of the meeting poop 837a | Midterm Examination entre et ecerline 21. L In the election of directors, trustees and officers of corporations vested with public interest, stockholders and members may vote through remote communication or in absentia, notwithstanding the absence of a provision in the bylaws of such corporations. Hl. For the convenience of their stockholders and members, corporations shall issue their own internal procedures embodying the mechanisms for participation in meetings and voting through remote communication or in absentia. Both are true Both are false Only I is true Only I is true aoe 22. I. Notice of regular meetings which should state the date, time and place of the meeting must be sent to every stockholders or members at least 14 days prior to the scheduled meeting, unless a longer time is provided in the bylaws. Il. Notice of special meetings which should state the date, time and place of the meeting must be sent to every stockholders or members at least 2 weeks prior to the scheduled meeting, unless a longer time is provided in the bylaws. a. Bothare true b. Both are false c. Only Lis true d. Only Il is true 23. What is the nature of shares of stocks as a property? a. Personal property b. Intellectual property c. Immovable property d. None of the above 24. Which of the following statements relative to the by-laws of a corporation is false? a. Itis to be submitted for approval to the SEC b. It is not binding on third persons c. Any amendment or repeal thereto requires a majority vote of the board of directors or trustees and the 2/3 vote of the outstanding capital stock or members, as the case may be d. None of the above 25. |. In case of postponement of stockholders’ or members’ regular meetings, written notice shall be sent to all stockholders or members of record at least 1 week prior to the date of the meeting. 838a | Midterm Examination aeeadevine eA LE { Il. The presiding officer shall call and preside the stockholders’ or members’ meetings, whether regular or special, at the principal office of the corporation as provided in the articles of incorporation, or, if not practicable, in the city or municipality where the principal office of the corporation is located. Both are true Both are false Only Tis true Only I is true eos 26. The number of incorporators in forming a new domestic corporation under the Revised Corporation Code. a. 2ormore persons but not more than 15 b. Sormore persons but not more than 15 c. 2ormore persons but may be more than 15 d. None of the above 27. Only a may have a single stockholder, as well as a sole director. a. Corporation sole b. Religious societies c. One person corporation d. Close corporation 28. Inthe absence of longer period stipulated in the contract of subscription, pre-incorporation subscription shall be irrevocable for what period from the date of subscription? a. 6months b. 9 months c. 12 months d. Itis revocable 29. An executive committee can validly act on the: a. Amendment of the articles of incorporation of the corporation b. Preparation of the plan for merger of the corporation with another corporation c. Filling of vacancy in the board of directors d. None of the above 30. ___are those stockholders or members mentioned in the Articles of Incorporation as originally forming and composing the corporation, and who are signatories thereof. a. Directors b. Trustees ¢. Corporators 839Midterm Examination badatee 2 Me TOR d._ Incorporators 31, Who shall preside the regular meeting of board of directors or regular meeting of shareholders? Secretary President Independent director Chairman of the board aoe 32. A, B, C, D, E, F, and G are the members of the board of directors of a corporation. Unfortunately, E, F, and G resigned. How shall the vacancies be filed up? a. The vacancies shall be filled up by 2/3 vote of the board of directors b. The vacancies shall be filled up by the majority vote of the stockholders c. The vacancies shall be filled up by the vote of at least 2/3 of the stockholders d. The vacancies shall be filled up by the majority vote of the board of directors 33. Which of the following statements relative to de jure and de facto corporations is false? a. Ade facto corporation is one that was not able to comply with the legal requirements for its incorporation b. A de jure corporation’s existence can be attacked in a quo warranto proceeding c. A de jure corporation is one that was able to comply with all the requirements of the law for its incorporation d. None of the above 34. Which of the following cases requires full payment upon subscription of stock? Subscription of par value shares by a corporation Subscription of shares of stock without par value Both aand b None of a and b poop 35. |. Each incorporator of a stock corporation must own, or be a subscriber to, at least 10 shares of the capital stock. Il. Each incorporator of a nonstock corporation must be a member of the corporation. Both are true Both are false Only | is true Only Il is true aoop 840(I Midterm Examination my ' he 36. |. The incorporators may be composed of any combination of natural persons/s, SEC-registered partnership/s, SEC-registered domestic corporation/s or association/s, as well as foreign corporation/s. Il. Incorporators who are natural persons must be of legal age, and must sign the Articles of Incorporation/Bylaws. Both are true a b. Both are false c. Only lis true d. Only Il is true 37. L.In the event that an SEC-recorded partnership is made an incorporator, the application for registration must be accompanied by a Partner’s Affidavit, duly executed by all the partners, to the effect that they have authorized the partnership to invest in the corporation about to be formed and that they have designated one of the partners to become a signatory to the incorporation documents. Il. Partnerships under “dissolved” or “expired” status with the SEC shall be authorized to become an incorporator. a. Bothare true b. Both are false c. Only lis true d. Only Ilis true 38. How often shall the regular meeting of stockholders be held? a Monthly b. Quarterly c. Semi-annually d. Annually 39. As a rule, what is the term of corporate existence under the revised corporation code? a 30 years b. 40 years c. 50 years d. Perpetual existence 40. |. In the event that an SEC-registered domestic corporation or association is made an incorporator, its investment in the new corporation must be approved by a majority of the board of directors or trustees and ratified by the stockholders representing at least 2/3 of the outstanding capital stock, or by at least 2/3 of the members in the case of nonstock corporations, at a meeting duly called for the purpose. Il. Domestic corporations under “delinquent”, “suspended”, “revoked”, or “expired” status with the SEC shall not be authorized to become an incorporator. 841Midterm Examination ec Both are true Both are false Only | is true Only Il is true poop 41. 1. Each individual signing the Articles of Incorporation/Bylaws must indicate the capacity upon which he/she is affixing his/her signature thereto. (ie. incorporator or Representative of XYZ Corp.) Il. An individual designated to sign the Articles of Incorporation/Bylaws on behalf of an incorporator, which is not a natural person, must also indicate the corporate or partnership name of the entity being represented and for whom he/she is executing the Articles of Incorporation/Bylaws. Both are true Both are false Only I is true Only Il is true pose 42. The following are generally provided in the corporate by-laws, except The place where the principal office of the corporation is to be located. b. The required quorum in meetings of stockholders or members and the manner of voting therein c. The form for proxies of stockholders and members and the manner of voting them d. The qualification, duties and compensation of directors or trustees, officers and employees » 43. When may the corporate by-laws be filed with the SEC? Upon the filing of the articles of incorporation Within 6 months from the filing of the articles of incorporation Both of a and b None of a and b aoe 44. |. An individual who signs the Articles of Incorporation on behalf of an incorporator, which is not a natural person, may not be named as a director or trustee in the same Articles of Incorporation, unless when the said individual is also the owner of at least 100 shares of stock, or is also a member, of the corporation being formed. Il. No Articles of Incorporation of banks, banking and quasi-banking institutions, preneed, insurance and trust companies, pawnshops, and other financial intermediaries shall be approved unless accompanied by a favorable recommendation of the appropriate government agency to the effect that the Articles of Incorporation are in accordance with law. a. Both are true 842| Midterm Examination vain ota nanaatt pb. Both are false c, Only lis true d. Only His true 45. 1. The corporate name shall contain the word “Corporation” or “Incorporated,” or the abbreviations “Corp.” or “Inc.” respectively, Il. In case the of a One Person Corporation, the corporate name shall contain the word "OPC" either below or at the end of its corporate name. Both are true Both are false Only | is true Only Il is true aoge 46. As a general rule, what is the maximum period for one term of management contract? 2 years 3 years 4 years a b. c d. Syears 47. One of the following transactions does not require the adequacy of unrestricted retained earnings: Dividend on common stock Purchased by the corporation from the holders of redeemable shares Dividend on preferred stock All of the above aoe 48. |. The corporate name of a foundation shall use the word “Foundation”. Il The corporate name of all non-stock, non-profit corporations, including non-governmental organizations and foundations, engaging in microfinance activities shall use the word “Microfinance” or “Microfinancing”. Both are true Both are false Only | is true Only Il is true poo 49. What is the required vote in case there are interlocking stockholders or interlocking directors between the managed corporation and managing corporation? a. Approval by at least majority of the BOD and ratification by stockholders representing at least majority of the outstanding capital stock of managing corporation and approval by at least majority vote of the BOD 843Midterm Examination a vi and ratification by stockholders representing at least 2/3 of the outstanding capital stock on the part of managed corporation b. Approval by stockholder representing at least 2/3 of the outstanding capital stock of both managed and managing corporation c Approval by at least majority vote of the BOD of both managed and managing corporation d. Approval by at least majority vote of the BOD and ratification by stockholders representing at least majority of the outstanding capital stock of both managed and managing corporation 50. One of the following attributes is not common to both a corporation and a partnership Juridical personality Separate entity theory Succession Can act through agents only aooPp 51. I. Business or trade name which is different from the corporate name shall be indicated in the articles of incorporation. Il. A trade name or trademark registered with the Intellectual Property Office may be used as part of the corporate name of a party other than its owner if the latter gives its consent to such use. a. Both are true b. Both are false c. Only lis true d. Only Ilis true 52. I. The full name or surname of a person may be used in a corporate name if he or she is a stockholder of the said entity and has consented to such use. Il. A single stockholder of a One Person Corporation (OPC) may use his/her name; provided, that said name shall be accompanied with descriptive words aside from the suffix OPC. Both are true Both are false Only | is true Only I is true poop 53. What is the vote required for the investment of corporate funds in another corporation? a. Approval by at least majority vote of the quorum of the BOD/BOT b. Approval by stockholders representing at least 2/3 of the outstanding capital stock or members 844Ve Midterm Examination ; Hadid vyraeed O80, oooh ANP c. Approval by at least 2/3 vote of the BOD/BOT and ratification by stockholder representing at least majority of the outstanding capital stock or members d. Approval by at least majority vote of the board of BOD/BOT and ratification by stockholders representing at least 2/3 of the outstanding capital stock or at least 2/3 of members 54. Which of the following special corporations is required by the Corporation Code to have its number of trustees in multiplies of 5? a. Religious societies b. One person corporation c. Acorporation sole d. Anon-stock educational corporation 55. A one person corporation (OPC) is a corporation with a single stockholder, who can only be a a. Natural person b. Trust c. Estate d. All of the above 56. Il. As an incorporator, the “trust” as used by the law (one person corporation) does not refer to a trust entity, but the subject being managed by a trustee. Il. The incorporator of an OPC being a natural person must be of legal age. Both are true Both are false Only Lis true Only I is true eaooe 57. What is the basis for computation to determine whether the sale involves all or substantially all of the corporation's properties and assets? a. It must be computed based on the book value of its, as shown in its preceding years’ financial statements b. Itmust be computed based on the book value of its assets, as shown to its latest financial statements c. It must be computed based on its net asset value, financial statements d. It must be computed based on the fair market value of its assests, as shown in its financial statements in the preceding year as shown in its latest 58. |. Those classified as “redeemable” or “preferred” may be deprived of the voting right Il. All shares of the corporation may be deprived of voting right 845Midterm Examination nettinaned beressbhM Ill, Non-voting shares may vote in certain corporate acts like in the amendment of by-laws a. land Ilare true b. Hand III are true c Tand Illare true d, All statements are true 59. |. If the single stockholder is a trustee, administrator, executor, guardian, conservator, custodian, or other person exercising fiduciary duties, proof of authority to act on behalf of the trust or estate must be submitted at the time of incorporation. Il. The term of the existence of the OPC shall 50 years. Both are true Both are false Only | is true Only Il is true Boop 60. What is the required vote for incurring, creating or increasing notes payable? a. Approval by at least majority vote of the present members of directors/trustees in a meeting where there is quorum b. Approval by at least majority vote of the BOD/BOT and ratifications by stockholders representing at least 1/3 of the outstanding capital stock or members c. Approval by at least majority vote of the BOD/BOT and ratification by stockholders representing at least 2/3 of the outstanding capital stock or at least 2/3 of members d. Approval by stockholders representing at least 50% of the outstanding capital stock or members 61. |. All ultra-vires acts are illegal acts I. All illegal acts are ultra-vires acts a. Bothare true b. Both are false c. Only lis true d. Only His true 62. I. The term of the existence of the OPC shall be perpetual. Il. Incase of the trust or estate, its term of existence shall be perpetual. a. Both are true b. Both are false c. Only lis true d. Only His true 846— Fy Mid' 63. I. aoe 64. term Examination Tashaninnie? mera |. Incase of the trust or estate, its term of existence shall be co-terminous with the existence of the trust or estate. The OPC under the name of the estate may be dissolved upon proof of Partition. Both are true Both are false Only lis true Only Il is true What is the required vote for the increase/decrease of. authorized capital stock? Approval by stockholders representing at least 2, /3 of the outstanding stock only b. Approval by at least majority vote of the BOD and ratification by stockholders representing at least 2/3 of the outstanding capital stock c. Approval by at least majority vote of the board of directors only d. Approval by at least majority vote of the BOD and ratification by stockholders representing at least majority of the outstanding capital stock 65. Which cause of vacancy in the board of directors may be filled by the board of directors if the remaining directors still constitute a quorum and by the stockholders if such quorum does not exist? a. Expiration of the term of directors b. Removal of a director c. Increase in the number of directors d. Retirement of a director 66. |. The OPC under the name of the Trustee may be dissolved upon proof of termination of the trust. Il. The OPC under the name of the estate may be dissolved upon proof of Partition. a. Both are true b. Both are false c. Only lis true d. Only His true 67. What is the status of ultra vires contracts entered by a corporation which peop are illegal per se? Void Unenforceable Voidable Rescissibleee Midterm Examination honing 4 OB atM 68. The articles of incorporation differ from the by-laws in that the articles of incorporation is: a. Adopted after incorporation b. The rules of action adopted by a corporation for its internal government ¢. Acondition subsequent in the acquisition by a corporation of a juridical personality d. Acondition precedent in the acquisition by a corporation of a juridical personality 69. I. The One person corporation is required to submit and file its Bylaws, Il. The OPC is required to have a minimum authorized capital stock. a. Both are true b. Both are false c. Onlylis true d. Only Ilis true 70. This body may act, by majority of all its members, on such specific matter within the competence of the board as may be delegated to it in by-laws. a. Election Committee b. Sports Committee c. Audit committee d. Executive committee 71. 1. The single stockholder shall not be appointed as Corporate Secretary and as Treasurer. Il. The single stockholder may, at any time, change its nominee and alternate nominee by submitting to the Commission the names of the new nominees and their corresponding written consent. The Articles of Incorporation needs to be amended. Both are true Both are false Only | is true Only Il is true aoe 72. These powers are those inferred from the express powers of the corporation. Inherent powers Express powers Incidental powers Implied powers aoge 73, After a corporation is dissolved, it shall nevertheless be continued t enable it to liquidate its corporate affairs for a period of: a lyear 848 —_Midterm Examination ataarinRd Erol b. 2years ' 3 c. 3years d. 4years 74. Which of the following is a limitation on proxies? a. Aproxy votes as owner. b. The proxy can only act at a specified stockholder’s meeting. c. Aproxy is governed by the law on trust. d. Aproxy can vote even when the stockholder is present. 75. 1. Banks, non-bank financial institutions, quasi-banks, pre-need, trust, insurance, public and publicly listed companies, non-chartered GOCCs can incorporate as OPC. Il. Anatural person who is licensed to exercise a profession may organize as an OPC for the purpose of exercising such profession. Both are true Both are false Only Lis true Only I is true aoop 76. Three of the following corporations are not authorized to issue no-par value shares of stock. Which one is the exception? a. Industrial companies b. Insurance companies c. Trust companies b. Public utilities 77. Which corporation is required to submit annual report of the total compensation of BOD/BOT to stockholders and SEC? Corporation sole Non-stock corporation Close corporation Corporation vested with public interest aos 78. Which of the following statements is correct? a. To sell, lease, mortgage or otherwise dispose of all or some of the corporate assets, majority vote of directors or trustees and majority of the outstanding capital stock or of the members is needed. b. To issue stock dividends, majority vote of the quorum of the Board of Directors and majority of the outstanding capital stock. c. To invest corporate funds in another corporation or business majority vote of directors or trustees and majority 0! stock or of the members is needed. f the outstanding capital 849Midterm Examination fo econm ed eabiM d. To enter into management contract, majority vote of the Board of Directors and majority of the outstanding capital stock or of the members. 79. The following are ways of enforcing payment of unpaid subscription, which is the exception? a. Sale ata public auction of delinquent stocks b. Denying delinquent stock cash dividends c. Filing a court action to recover unpaid subscription d. Denying delinquent stock the right to vote and be voted upon 80. The corporations’ certificate of incorporation shall be deemed revoked and its corporate powers cease, if from the date of its incorporation, it does not formally organized and commence its business within a. 2years b. 3 years c 4years d. Syears 81. What is the required vote for the temporary appointment of officers of the corporation in the board to create an emergency board? At least 1/3 vote of remaining directors or trustees At least majority vote of remaining directors or trustees Unanimous vote of remaining directors or trustees At least 2/3 vote of remaining directors or trustees poop 82. The following are corporate acts in which a stockholder of a corporation shall have the right to dissent and demand payment of the fair value of his shares of stock, except one: a. In case an amendment to the Articles of Incorporation which has the effect of changing or restricting the rights of any stockholder. . Incase of merger or consolidation. c. Incase of sale, lease, mortgage or other disposal of all or substantially all of the corporate asset. d. Incase of incurring, creating or increasing bonded debts. 83. A corporate doctrine which holds the stockholders are not personally liable for corporate debts: a. Separate legal entity b. Piercing the veil of corporate fiction c. Right of succession d. Trust fund doctrine 84. What is the required number of vote for the removal of incumbent director or trustee? 850—— Midterm Examination niente ch are hie et b. c At least majority vote of the members of the board as stated in the Articles of Incorporation Owners of at least majority of the outstanding capital stock or at least majority of members At least majority vote of the members of the board/trustees and at least 2/3 of the outstanding capital stock entitled to vote or at least 2/3 of members Owners of at least 2/3 of the outstanding capital stock entitled to vote or at least 2/3 of members entitled to vote 85. Which of the following does not form part of the three-fold duty of directors? a, Duty of Loyalty b. Duty of Diligence c. Duty of Goodness d. Duty of Obedience 86. Which of the following is not a requisite for the existence of a de facto corporation? a. b. The existence of a valid statute under which a corporation can be formed. An attempt in good faith to form a corporation according to the requirements of law. As user of corporate powers, there must be a transaction of business in some ways as if it were a corporation. The organization is not registered with the Securities and Exchange Commission. 87. The following are the qualifications of a corporate president, except a b. c. d. 88. pose 89. He must be a director of the corporation He must be a stockholder of the corporation He must be a resident citizen of the Philippines He must neither be a secretary nor a treasurer of the same corporation It means that questions of policy or management are left solely to the honest decision of officers and directors of a corporation and the courts are without authority to substitute their judgment for the judgment of the board of directors. Doctrine of Corporate opportunity Doctrine of limited capacity Doctrine of Piercing the Veil Business judgement rule A certificate of stock is not a negotiable instrument because it lacks the requirement of: 851Midterm Examination = 83. aD nee a. The instrument must be in writing and signed by the maker or drawer. b. It must contain an unconditional promise or order to pay a sum certain in money. - c. It must be payable to bearer or order. d. Itmust be payable on demand, or ata fixed or determinable future time. 90. Whats the period allowed by law toa delinquent corporation to resume its operations and comply with all requirements that the SEC shall prescribe? a. Within 1 year b. Within 2 years c. Within 3 years d. Within 4 years 91. It refers to a corporation that becomes continuously inoperative for a period of at least 5 years after its formal organization within the period provided by law? De facto corporation Delinquent corporation Liquidated corporation Dissolved corporation pose 92. One of the following is a limitation on proxies. Which is it? a. Proxy acquires legal title to the shares of the stockholder. b. A proxy votes even in the presence of the stockholder. c. The proxy is voted only for the meeting for which it was intended. d. A proxy is irrevocable at any time. 93. The corporate name shall contain any of the following words, except: a. Corporation b. Incorporated c. Corp. d. Co. 94. In order that a person be selected as a president of a corporation, he must: a. Bea citizen and resident of the Philippines b. Not bea stockholder or director of a competitor corporation c. Not be the president of any other corporation d. Bea director of the corporation 95. If founders’ share is given the exclusive right to vote and be voted in the election of the board of directors, what is the maximum period of this right? a. 4years from the date of incorporation 852pS Midterm Examination veer tn b. 5Syears from the date of incorporation c. 6years from the date of incorporation d. 7 years from the date of incorporation 96. The following are the instances when non-voting stocks are allowed to vote, except: a. Incurring, creating or increasing bond indebtedness b. Increase or decrease of capital stock c. Merger or consolidation of corporation d. Removal of director/s 97. In a corporation, any two (2) or more positions may be held concurrently by the same person, except that no one (1) person shall act as; Chairman of the Board and President. Secretary and Treasurer. President and Secretary. Treasurer and Director. poem 9 @ A distribution a corporation of shares held by it in another corporation is Stock dividend Sale of capital assets Sale of treasury-stock Property dividend BoP 99. Three (3) of the following are attributes of a corporation. Which is the exception? Created by agreement of the incorporators An artificial being Has right of succession Has powers, attributes and properties expressively authorized by the law incidental of its existence poop 100. Which of the following does not have juridical personality as a corporation? a. Stock Corporation b. Corporation by estoppel c. Non-stock corporation d. GOCC 853