1. The following statements are correct except: a. The regular meetings of the stockholders must be held in the principal office of the corporation if practicable. b. If the regular meetings of the stockholders cannot be held in the principal office of the corporation, it can be held in the city of municipality where the principal office of the corporation is located. c. The regular meeting of the stockholders must be held on a specific date as specified in the bylaws. d. The regular meetings of the stockholders can be held outside the Philippines. 2. The following statements are incorrect except: a. A stockholder cannot attend a meeting through a proxy. b. A stockholder at all times must attend a stockholders' meeting in person. c. A director can attend a meeting through proxy. d. A stockholder can attend a meeting in person, or by proxy or through remote communication or in absentia in accordance with the rules adopted by the Securities and Exchange Commission. 3. When a stock corporation amends its bylaws, it requires votes in a meeting held for such purpose under the Revised Corporation Code as follows: a. Majority votes of the board of directors and votes of the stockholders representing majority of the outstanding capital stock. b. Majority votes of the board of the directors and stockholders representing two-thirds (2/3) of the outstanding capital stock, c. Unanimous votes of the board of directors and votes of all the stockholders. d. Majority votes of the board of directors and majority votes of the stockholders. 4. The articles of incorporation differ from the bylaws in that the articles of incorporation are: a. The rules of action adopted by a corporation for its internal government. b. Adopted before or after incorporation. c. A condition precedent in the acquisition by a corporation of a juridical personality. d. Approved by the stockholders if adopted after incorporation. 5. A, B, C, D, E, F, and G are directors of Commonwealth Appliances Corporation, a trader of appliances, whose articles of incorporation provide for seven (7) directors. On January 28, 2020, the board of directors met to approve a contract for the purchase of appliances from A who is an importer of appliances. Present during the meeting were A, B, C, D, and E with A, B, C, and D voting for the approval of the contract. Assuming that the contract is fair and reasonable under the circumstances, what is the status of the contract between the corporation and A? a. Valid b. Voidable c. Unenforceable d. Void 6. The articles of incorporation of Power Corporation provide for 15 directors. For the year 2019, only 5 meetings of the board of directors were convened because of the difficulty in mustering a quorum. In view thereof, some transactions of the corporation which required board approval did not materialize resulting in lost profits. In preparation for the annual meeting of stockholders, the following were considered by the board of directors as possible solutions for approval of the stockholders: I. Amending the bylaws reducing the quorum to 6 directors. II. Providing a bylaw for the creation of an executive committee consisting of five members of the board of directors to act on matters that may be delegated to it by the board. III. Providing a bylaw allowing directors to send representatives during the board meeting provided that the representative is given a special power of attorney. IV. Amending the articles of incorporation reducing the number of directors from 15 to 7 effective the expiration of the term of the incumbent directors. Which of the above proposed solutions may you validly recommend for submission to the stockholders? a. I or III b. II or IV c. I or IV d. II or III 7. When a nonstock corporation amends its bylaws, it requires votes in a meeting held for such purpose under the Revised corporation Code as follows: a. Majority of the trustees and 2/3 of all the members. b. Majority of the trustees and majority of all the members. c. All of the trustees and majority of the members. d. All of the trustees and all of the members. 8. Which of the following is referred to as the rules of action adopted by the corporation for its own government and for the government of its stockholders or members and those having the direction, management and control of its affairs. a. Bylaws b. Articles of Incorporation c. Board of Director's Resolution d. Stockholders' Resolution 9. The following statements are correct except: a. The bylaws provisions must be consistent with the provisions of the articles of incorporation. b. The bylaws provisions must be consistent with the provisions of the Revised Corporation Code. c. The bylaws provisions must be uniform and general in application and not directed against a particular individual. d. None of the foregoing. 10. Which of the following is referred as agreement in writing whereby one or more stockholders of a corporation transfer their shares to a trustee or trustees, for the purpose of conferring in the latter, voting and other rights pertaining to shares. a. Voting Trusts b. Proxy c. Bylaws d. Minutes of meeting of the Board of Directors 11. The following statements are correct about proxy except: a. The proxy has no legal title to the shares. b. A proxy is generally revocable. c. A proxy is valid only for the meeting for which it was intended except as provided therein. d. A proxy cannot vote. 12. The following are effects of a voting trust agreement except: a. The voting trustee acquires legal title to the shares. b. A trustee in a voting trusts agreement can vote and exercise the rights of the transferor even in the latter's presence in the meeting. c. A voting trusts agreement is not limited to a particular meeting. d. A voting trustee cannot exercise all the right of the trustor as stockholder. 13. The required quorum in stockholders meeting under the Revised Corporation Code is: a. Stockholders representing a majority of the outstanding capital stock b. Stockholders representing two-thirds (2/3) of the outstanding capital stock. c. Stockholders representing all of the outstanding capital stock d. All of the stockholders. 14. The required quorum in members' meetings under the Revised Corporation code is: a. Members representing majority of all the members. b. Members representing all of the members. c. Members representing two-thirds of all the members. d. All of the members. 15. The following statements are correct except: a. The voting trustee or trustees may vote by proxy. b. A stockholder or member who participates through remote communication or in absentia shall be deemed present for purposes of quorum. c. Proxies shall be in writing, signed and filed by the stockholder or member, in any form authorized in the bylaws and received by the corporate secretary within a reasonable period before the scheduled meeting. d. A member can execute a voting trusts agreement with respect to his membership in a nonstock corporation