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  • Flow Sec 22 26 27 22 1

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    Nhorelajne Manaog
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    The document discusses the board of directors/trustees, which is the top governing body of a corporation. For a stock corporation, the governing body is the board of directors, whose members serve one-year terms. For a non-stock corporation, the governing body is the board of trustees, whose members can serve up to three-year terms. The board exercises corporate powers, conducts business, and controls corporate property. Directors must own at least one share of stock, while trustees must be members of the non-stock corporation. The document also outlines qualifications for directors and trustees.

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    Flow-Sec-22-26-27-22-1

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    The document discusses the board of directors/trustees, which is the top governing body of a corporation. For a stock corporation, the governing body is the board of directors, whose members serve one-year terms. For a non-stock corporation, the governing body is the board of trustees, whose members can serve up to three-year terms. The board exercises corporate powers, conducts business, and controls corporate property. Directors must own at least one share of stock, while trustees must be members of the non-stock corporation. The document also outlines qualifications for directors and trustees.

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    © All Rights Reserved
    Download as PDF, TXT or read online from Scribd
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    6 views2 pages

    Flow Sec 22 26 27 22 1

    Uploaded by

    Nhorelajne Manaog
    The document discusses the board of directors/trustees, which is the top governing body of a corporation. For a stock corporation, the governing body is the board of directors, whose members serve one-year terms. For a non-stock corporation, the governing body is the board of trustees, whose members can serve up to three-year terms. The board exercises corporate powers, conducts business, and controls corporate property. Directors must own at least one share of stock, while trustees must be members of the non-stock corporation. The document also outlines qualifications for directors and trustees.

    Copyright:

    © All Rights Reserved
    Download as PDF, TXT or read online from Scribd
    Flag for inappropriate content
    of 2

    Law:

    3/30/22

    Flow: Sec 22 - 26 - 27 - 22 (Independent Directors) - Sec 23

    Read Sec 22

    What is the Board of Directors/Trustees?


    - Top governing body of a corporation. Although a corporation has separate juridical personality, it can
    only act through human agents or individuals elected by the stockholders or members.

    Governing body of a stock corporation?


    - Board of Directors

    Governing body of a non - stock corporation?


    - Board of Trustees

    What can the BOD/T exercise?


    - They conduct all the business and control the properties of a corporation
    - much coveted position

    Term of office?
    - Stock corporation - 1 year
    - Non stock - not exceeding 3 years

    What are the qualifications for stock and non-stock corporations? Asa book

    Read Sec 26 Disqualification of Directors, Trustees or Officers

    Sec 27 Removal of Directors or Trustees

    What are board of directors or trustees?


    -they are the top governing body of a corporation, as it can only act through human agents or
    individuals selected by stockholders or members.

    What is the governing body of a stock corporation?


    -Board of Directors

    what is the governing body of a non-stock corporation?


    -board of Trustees

    What is the Extent of the Powers of the board of directors:


    -to exercise corporate powers
    -to conduct all business of the corporation
    -to control and hold corporate property
    What are the Term of Office of a stock and non stock corporation:
    *Stock Corporation- directors shall be selected for a term of 1 year
    *Non-Stock Corporation- Trustees not morethan 3 years
    *Non-Stock Educational Corporation- term of 5 years, with the first trustees so classifying themselves
    that the term of 1/5 of their number shall expire every year.

    What are the Qualifications of directors or trustees?


    Stock Corporation- director must be the owner of at least 1 share of stock
    Non-stock- a trustee must be a member thereof. except independent trusteesvested with public interest
    who may not be a member of the corporation.

    Independent Director- a person who, apart from his or her fees and shareholdings, is independent of
    management and free from business or other relationship which could, or could reasonably be
    perceived to, materially interfere with his or her exercise of independent judgement carrying his or her
    responsibilities as a director.

    Oualifications of directors or trustees


    0) Stock corporations, - The qualifications of directors of stock corporation:
    are as follows:
    0 Every director (including an incorporating director) must own at least one
    share of the capital stock
    c. The share of stock held by the director must be registered in his name on the
    books of the corporation,"
    is Every director must continuously own at least a share of stock during his term;
    otherwise, he shall automatically cease to be a director, and
    (4 A majority of the directors must be residents of the Philippines. (Dejoke, wala
    na to sa new code)
    (e) Non:-stock corporations. - Trustees of non- stock corporations must be,
    members in good standing thereof and like in stock corporations

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