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II. A corporation has its powers through its board of directors and/or its duly authorize officers and agents.
• Only I is true
• Only II is true
A corporation consisting of only one member for the purpose of administering and managing, as trustee, the affairs,
property and
• Open corporation
• Close corporation
• Corporation aggregate
I. The amendment is not contrary to any provision or requirement under the Corporation Code.
• Only I is true
• Only II is true
Are shares of stock which have been issued and fully paid for, but subsequently reacquired by the issuing corporation by
• Redeemable stock
• Convertible share
• Founder’s share
I. The provisions governing stock corporation, when pertinent, shall be applicable to non-stock corporations.
• Only II is true
• Inheritance
• Dissolution
• Liquidation
This is the maximum amount fixed in the articles of incorporation that may be subscribed and paid by the stockholders of
the
corporation.
• Sales contract
• Redemption contract
• Purchase contract
II. A corporation exercises said powers through its board of directors and/or its duly authorized officers and agents.
• Only I is true
Each share shall be equal in all respects to every other share except as otherwise provided in the articles of incorporation
and
Subscription to the capital stock of a corporation constitute a fund to which the creditors have a right to look for the
satisfaction of
their claims.
• Doctrine of indivisibility
c. The entire consideration for its issuance constitutes capital so that no part of it
Is one where no part of its income is distributable as dividends to its members, trustees, or officers.
• Stock corporations
• Corporation aggregate
• Corporation by prescription
I. Redeemable shares, once redeemed are retired unless reissuance is expressly allowed in the articles of incorporation.
II. The Corporation Code allows redemption of shares only if there are unrestricted retained earnings on the books of the
corporation.
• Only II is true
• Open corporation
• Close corporation
• Corporation sole
A corporation created in strict or substantial conformity with the mandatory statutory requirements for its incorporation and
the
right of which to its exist as a corporation cannot be successfully attacked or questioned by any party even in a direct
proceeding
• Quasi-public corporation
• De facto corporation
I. Only a natural person, trust, or an estate may form a One Person Corporation.
II. Banks and quasi-banks, preneed, trust, insurance, public and publicly-listed companies, and non-chartered government
owned
and Corporations. controlled corporations may not incorporate as One Person Corporation
• Only I is true
• Only II is true
One which has exercised corporate powers for an indefinite period without interference on the part of the government.
• Foreign corporation
• Domestic corporation
• Corporation by estoppel
Is one which entitles the holder thereof to certain preferences over the holders of common stock.
• Common stock
• Treasury stock
• Watered stock
All persons who assume to act as a corporation knowing it to be without authority to do so shall be liable as general
partners for all
• Foreign corporation
• Domestic corporation
• Corporation by prescription
• Corporation by estoppel (correct answer, your response)
Shares with a value fixed in the articles of incorporation and the certificate of stock.
c. Redeemable stock
d. Class A stock
A class of stock entitling the holder to vote on corporate matters, to receive dividends
after other claims and dividends have been paid (especially to preferred shareholders),
a. Common stock
b. Preferred stock
c. Treasury stock
d. Watered Stock
I. Corporation by estoppel is founded on principles of equity and is designed to prevent injustice and unfairness.
II. Consolidation becomes effective not upon mere agreement of the members but only upon issuance of the certificate of
• Only I is true
• Only II is true
Are shares usually preferred, which by their terms are redeemable at a fixed date, or at the option of their issuing
corporation, or
• Over-issued stock
• Convertible share
• Founder’s share
I. It is the certificate of incorporation that gives juridical personality to a corporation and places it under the jurisdiction of
the
II. A corporation commences its corporate existence and juridical personality and is deemed incorporated from the date
the DTI
• Only II is true
They may be purchased or taken up by the corporation upon the expiration of a fixed period, regardless of the existence
of
unrestricted retained earnings in the books of the corporation, and upon such other terms and conditions must also be
stated in
• Class A stock
Is that portion of the authorized capital stock which has been both subscribed and paid.
• Unissued capital
• Outstanding capital
. Stocks issued for a consideration less than the par or issued price thereof or in any other
a. Preferred stock
b. Watered stock
c. Optional share
d. Founders' share
I. An unincorporated association, which represented itself to be a corporation, will be stopped from denying its corporate
capacity
in a suit against it by a third person who relied in good faith on such representation.
II. A third party who, knowing an association to be unincorporated, nonetheless treated it as a corporation and received
benefits
from it, may be barred from denying its corporate existence in a suit brought against the alleged corporation.
• Only I is true
• Only II is true
I. Well-settled is the principle that the corporate mask may be removed or the corporate veil pierced when the corporation
is just
II. It is a basic principle in Corporation Law that a corporation has a personality which is the same as the officers or
members who
compose it.
• Only II is true
I. The filing of articles of incorporation and the issuance of the certificate of incorporation are essential for the existence of
a de facto corporation.
II. An organization not registered with the SEC cannot be considered a corporation in any concept, not even as a
corporation de
facto.
• Only I is true
• Only II is true
The factors for the application of the doctrine of piercing the corporate veil are the following, except:
The due incorporation of any corporation claiming in good faith to be a corporation, and its right to exercise corporate
powers,
shall not be inquired into collaterally in any private suit to which such corporation may be a party.
• Quasi-public corporation
• De jure corporation
I. Any person, partnership, association or corporation, singly or jointly with others but not more than 15 in number, may
organize a
II. Natural persons who are licensed to practice a profession, and partnerships or associations organized for the purpose
of
• Only I is true
• Only II is true
Two requisites must concur before one may be classified as a stock corporation, namely:
II. That it is authorized to distribute dividends and allotments of surplus and profits to its members.
• Only II is true
It refers to any agency organized as a stock or non-stock corporation, vested with functions relating to public needs
whether
governmental or proprietary in nature, and owned by the Government directly or through its instrumentalities either wholly,
or,
where applicable as in the case of stock corporations, to the extent of at least 51per cent of its capital stock.
• Private corporation
• Closed corporation