1. I. The incorporators or the board makes the initial determination of the valuation of the intangible property that serves as consideration for the issuance of shares.

II. The stockholders or the board of directors subject to the approval of the SEC determines the valuation of the intangible property that serves as consideration for the issuance of shares.

A. Only statement I is correct

B. Both are correct.

C. Both statements are incorrect.

D. Only statement II is correct

2. It consists of the stockholders representing a majority of the outstanding capital stock or a majority of the members in case of a non-stock corporation.

A. Voting Trust Agreement

B. Proxy

C. Quorum

D. Certificate of Stock

3. What is the term of office of members of the Board of Directors of stock corporations?

A. Four years

B. Two years

C. One year

D. Three years

4. That kind of proxy which authorizes the holder to vote only at the specified meeting indicated in the proxy.

A. Continuing

B. Limited

C. General

D. Specific

5. I. The notice of meetings should be given at least two weeks prior.

II. The written notice should be given within the period provided in the By-Laws, or required in law, or regulation, or at least 21 days prior.

A. Only statement Il is correct

B. Both statements are correct

C. Both statements are false

D. Only statement I is correct

6. Under this theory, the nationality of a corporation is that of the country under whose laws it was formed.

A. Domiciliary Test

B. Control Test

C. Grandfather Rule

D. Incorporation Test

7. Voting through remote communication or in absentia is allowed in the following circumstances except:

A. When authorized by a majority of the directors.

B. When authorized by the By-Laws.

C. When the chairman is out of the country.

D. Even without a provision in the By-Laws in case of corporations vested with public interest.

8. It provides and regulates the internal matters of the corporation.

A. Articles of Incorporation

B. Certificate of incorporation

C. By-laws of the corporation

D. Certificate of filing of by-laws

9. This is the equitable right of the stockholders to subscribe to all issues of shares in proportion to their shareholdings to maintain their equity participation in the corporation

A. Right of first refusal in close corporation

B. Right to dividends

C. Pre-emptive right

D. Appraisal right of dissenting stockholder.

10. 1. Corporators are incorporators

II. Incorporators are corporators

A. Only statement II is correct

B. Only statement I is correct

C. Both statements are incorrect.

D. Both statements are correct

11. The following rules on waiver of notice to stockholders under the RCCP are correct, except:

A. All proceedings and any business transacted at a stockholders'/members' meeting if not ultra vires acts, shall be valid even if the meeting is improperly held or called subject to the following: (i) all stockholders/members are present/or duly represented at the meeting; and (ii) not one of the stockholders/members expressly states at the start of the meeting that his/her purpose for attending the meeting is to object to the transaction of any business on the ground that the meeting is not lawfully called or convened.

B. A stockholder is deemed to have waived the notice of meeting if he attends such meeting, except when the stockholder/member attends the meeting for the express purpose of objecting to the transaction of any business because the meeting was not lawfully called or convened.

C. General waiver in the Articles of Incorporation or By Laws is prohited.

D. Waiver may be express or implied.

12. They provide and regulate the internal matters of the corporation.

A. Certificate of incorporation

B. Certificate of filing of by-laws

C. By-laws of the corporation

D. Articles of incorporation

13. I. The SEC's power as governing agency over corporations have been reinforced by the RCCP.

II. The RCCP has substituted the New Central Bank Act and Insurance Code with respect to financial services such as banks, quasi banks, pawnshops, insurance companies, and other businesses engaged in financial services.

A. Only statement Il is correct.

B. Both statements are incorrect.

C. Both statements are correct.

D. Only statement I is correct.

14. Which is a ground for the suspension or revocation of the certificate of incorporation by the S.E.C?

A. Failing to submit reports and having declared delinquent and thereafter failing to comply with the SEC requirements.

B. When after being declared a delinquent corporation, it still failed to resume operations and comply with all the requirements that the SEC shall prescribe,

C. If the corporation fails to commence and start to operate and the failure is due to cause beyond its control.

D. If the corporation has commenced its business transaction and afterwards ceased operations.

15. Under the RCCP, what is the minimum capital for a corporation to be incorporated?

A. Any amount determined as reasonable by the SEC.

B. Any amount determined by the SEC, BSP, or Insurance Commission as the case may be.

C. None.

D. P5,000.

16. A stock that is issued without consideration or below par value or the issued price is known as:

A. Redeemable stock

B. Delinquent stock

C. Watered stock

D. Preferred stock

17. I. Domestic corporations may contribute to candidates and for partisan political activities.

II. Under the RCCP, foreign corporations, upon approval from the SEC may contribute to any candidate and for political activities.

A. Both statements are correct.

B. Only statement I is correct.

C. Both statements are incorrect.

D. Only statement II is correct.

18. Mr. X was convicted by final judgment and was punished by imprisonment for twelve (12) years. Thru good behavior and tremendous influence from his family, he was released after serving seven (7) years. Upon release, he was immediately placed by his father in the Board of Directors of ABX Corporation. Which of the following is correct?

A. Being a business judgment, the State, thru the SEC has no say on the membership of the Board of ABX Corporation.

B. The SEC can order Mr. X's removal from the Board of Directors.

C. The SEC has no power or authority to question the membership of the board of any corporation.

D. Since he is an owner, Mr. X has the right to sit in the Board of Directors.

19. Voting through remote communication or in absentia is allowed except:

A. When authorized by a majority of the directors.

B. When agreed by the Board of Directors

C. When authorized by the By-Laws

D. Even without a provision in the By-Laws, in corporations vested with public interest.

20. When are regular meetings of stockholders or members held?

A. At any date decided by the BOARD.

B. Annually on date fixed in the By-Laws or if there is no date fixed, on any date after April 15 of each year as determined by the Board.

C. On the date the Articles of Incorporation was executed before a Notary Public.

D. On the date of issuance of Certificate of Incorporation.