1. The article of incorporation of a Eastex Computer Corporation provide for 15 directors.
Which of the
following is invalid concerning its by-laws?
a. That the quorum in the meetings of directors be at least 8 directors.
b. That the quorum in the meetings of directors be at least 10 directors.
c. That the quorum in the meetings of directors be at least 7 directors.
d. The by-laws do not mention anything about the quorum in the meetings of directors.
2. What may be the composition of the executive committee of the corporation?
a. Directors.
b. Stockholders who are neither officers nor directors.
c. Officers who are neither stockholders nor directors.
d. A combination of (a), (b) and (c).
3. The executive committee must have at least:
a. Three members who must act with a unanimous vote of all its members.
b. Three members who must act by a majority vote of all the members.
c. Five members who must act with a unanimous vote all its members.
d. Five members who must act by a majority vote of all its members.
4. Which of the following causes of vacancy in the board of directors may be filed by the remaining
directors if they still continue a quorum?
a. Increase in the number of directors.
b. Removal of a director.
c. Expiration of the term of a director.
d. Disqualification of a director.
5. Who may be removed as a director without cause during thier therm of office?
a. A director representing the majority stockholders.
b. A director representing the minority stockholders.
c. Either of (a) and (b).
d. Neither of (a) and (b) because they can only be replaced upon the expiration of their term of office
through the election of another in thier place since the removal is without cause.
6. Which shares may be issued with or without par value?
a. Common shares.
b. Preferred shares.
c. Both common and preferred ahares.
d. Neither common nor preferred shares.
7. What is watered stock?
a. A stock that enjoys preferences over stocks such as with respect to dividends and the distribution of
assets upon liquidation.
b. A stock that is sold below its par value or issued price.
c. It is a stock exchange and thus can be held by the public
d. It is stock issued to subscribers or stockholders, whether or not fully or partially paid, as long as there
is a binding subscription agreement, except treasury shares.
8. Article of incorporation refer to the?
a. Document signed by the incorporators which is required to be submitted prior to incorporation to tge
securities and exchange commission before a corporation may acquire juridical personality.
b. Actual property of a corporation in money and or other property.
c. Act of corporation where no part of its income is distributed as dividends to its members.
d. Declaration thereof requires only the vote of the board of directors.
9. What is cumulative voting?
a. A method of determining whether the percentage of filipino equity in nationalized or partly
nationalized areas of activities is diminished when there are several layers of corporate stockholders.
b. The right of a corporation to vote to continue to exist for the oeriod for which it was formed
regardless of the changes in the ownership of its stock or in its membership.
c. An voting in writing whereby one or more stockholders of a corporation transfer their shares to a
trustee
d. In determining the number of votes,the votes of shares are multiplied by the number of directors to
be elected.
10. (1)The by-laws of a non- stock corporation may validly provide that member may vote by mail
(2)The by-laws of a non-stock of corporation may validly provide that meetings of members may be
held outside the corporation is located provided that such other place must be within the Philippines.
a. True, false
b. False, false
c. False, true
d. True, true
11. (1)The numbers of trustees in a non-stock corporation may be more than 15
(2)the officerrs lf a non- stock corporation may be elected directly by the member instead of by the
board of trustees.
a. True, false
b. False, false
c. False, true
d. True, true
12. (1)If stockholder has pledged his shares to secure a debt the rught to vite the shares is transmitted
automatically to the pledgee
(2) non-voting shares are not allowed to vote in all corporate acts.
a. True, false
b. False, false
c. False, true
d. True, true
13. (1)The due existence of a de facto corporation may be attacked collaterally in a proceeding
(2)A corporation may be a stockholder of another corporation.
a. True, false
b. False, false
c. False, true
d. True, true
14. (1)Treasury shares, since they are issued, are outstanding shares.
(2)As a rule, directors of a corporation may be renewed with or without cause
a. True, false
b. False, false
c. False, true
d. True, true
15. That part of the capital stock which is subscribed, whether paid or unpaid
a. Stock dividend
b. Express powers
c. Consolidation
d. Subscribed capital stock
16. It is the union of two or more corporation whereby one or more but not all of the constituent
corporation are absorbed by one which continues in existence and retains its name and corporate
indentify, called the surviving corporation
a. Binding
b. Close corporation
c. Merger
d. Consolidation
17. It is the union of two or more corporation whereby the existence of the constituent corporation is
terminated and a new ond called the ______ corporation.
a. Merger
b. Consolidation
c. Surviving
d. Close
18. All of the following are procedure for a merger or consolidation except:
a. The names of the corporation proposing the merge or consolidate
b. The terms of merger or consolidation and the mode of carring the same into effect.
c. Profit and loss statement for said taxable year showing the result of the operations.
d. Such other provisions with respect to the proposed merger or consolidation as are demmed necessary
or desirable
19. Is the right given to dissenting stockholder to demand payment of the fair value of his shares
a. Consolidation right
b. Appraisal right
c. Merger right
d. Corporation right
20. It is one where no part of its incone is distrubutable as dividends to its members, trustees or officers
a. Stock corporation
b. Industrial corporation
c. Private corporation
d. Non-Stock corporation
21. Who may exercise appraisal right?
a. President
b. Stockholder
c. Member
d. Vice-chairman
22. If the proposed corporate action its implemented or effected, the corporation shall pay to the
corporation shall pay to the stockholder the fair value of the shares with ____ days from the time such
fair value os determined and upon surrender of the certificate of stock representing his shares
a. 10 days
b. 20 days
c. 30 days
d. 40 days
23. Statement 1 Stock corporation is one that where no part of its income is distrubutable as dividends
to its memberz trustees or officers
Statement 2 Any profit it may obtain as an incident to its operations shall whenever necessary be
used for the futherance of the purpose for which it was organized
a. True, false
b. False, true
c. False, false
d. True, true
24. (1) Trustees must be member of the corporation
(2) Majority of them must be resident of the Philippines
a. True, false
b. False, true
c. False, false
d. True, true
25. Unless otherwise provided in the articles of incorporation or by laws.
a. Qualification of trustees
b. Term of the office or trustees
c. Number lf trustees
d. Transferability of membership
26. Numbers of trustees it may be more than 15 in numbers as may be fixed in the article of
incorporation of the by-laws, howeverz the number should not be less than?
a. 2
b. 3
c4
d 5
27. All of the following are true pertaining members may vote except:
a. In person
b. By proxy
c. By sign language
d. By mail
28. The term of office of trustees shall be
a. 2 years
b. 3 years
c. 4 years
d. 5 years
29. Who will issue a certificate lf merger or consolidation at which time the merger or consolidation shall
be effective
a. commission
b. Authorized personnel
c. Stockholder
d. SEC
30. Non stock corporation may be organised for except
a. Charitable
b. Religious
c. Educational
d. Depository institutions
