1. ABC Partnership becomes insolvent due to mismanagement and cannot pay its liability to XYZ Corp. With the approval of its directors and stockholders, XYZ Corp. entered into a management contract with ABC Partnership to manage their partnership business with the agreement that 50% of the net profits will be applied to the payment of the partnership debt to the corporation.

Statement 1: XYZ Corporation can validly enter into the above management contract provided the contract is approved by the Board of Directors and majority of the outstanding capital stock.

Statement 2: XYZ Corporation cannot be considered a partner of the ABC Partnership because it is receiving a share of the net profits of the partnership but merely as payment of the partnership's obligation to the corporation. Which is the True/False?

2. 1st Statement: In sale of delinquent stock the highest bidder is the person who shall offer to pay the full amount of the balance due on the subscription together with the accrued interest cost of advertising and expense of sale for the highest number of shares or fraction thereof.

2nd statement: After declaration of stock dividends, the stockholder receives no greater proportional interest in the assets of the corporation than he had before. Which is the True/False?

3. S1 - After dissolution but within the three-year period of liquidation a corporation's term may still be extended by amendment of its articles of incorporation.

S2 - The dissolution of a corporation shall take place because it has been a continuous non-operation for 2-years. Which is the True/False?

4. Special meetings of stockholders or members shall be held at any time deemed necessary or as provided in the by-laws upon a written notice at least: Choose the correct answer.

• Two (2) weeks prior to the meeting
• One (1) week prior to the meeting
• One (1) day prior to the scheduled meeting, unless otherwise provided by the by-laws
• One (1) week, unless otherwise provided in the by-laws

5. Period to report the appointment of officers in one person corporation is 30 days. True or False?

6. 15 days is the period for Withdrawal of request and Petition for Dissolution. True or False?

7. The subscription to the capital of corporation constitute a fund to which creditors have a right to look for satisfaction of their claims. Choose the correct answer

• Reservation doctrine
• Grandfather rule
• Doctrine of corporate opportunity
• Trust fund doctrine