24. Who has the authority to order the calling of special meeting for the removal of directors/trustee?

President only

Secretary, stockholder or member

Treasurer only

Chairman of the board only

25. Who among the following may be elected as a director of a stock corporation?

Proxy of a stockholder

Trustee in a voting trust agreement

Trustor in a voting trust agreement

Proxy of a trustee in a voting trust agreement

26. When may the pre-incorporation subscription contract be allowed to be revoked?A. When all of the other subscribers consent to the revocation.

When the proposed corporation fails to materialize.

When the articles of incorporation has already submitted to SEC.

Either A or B.

27. The following are the remedies of the subscribers where the corporation refuses to issue certificate of stocks, except

A petition for mandamus against the corporate secretary if the latter refuses to issue the stock certificate despite full compliance with the procedural requirements of BP 68 for issuance of stock certificate.

A suit for specific performance of an express or implied contract against the corporation in case the corporation refuses to continue with the valid subscription contract

An action for damages against the corporation in case the action for specific performance is no longer available such as when the authorized capital has already been fully issuedD. Action for rescission of contract of subscription as a remedy of last resort

E. A criminal action against the corporation

28. It refers to the resolution or formal declaration of the board that the unpaid subscriptions are due and payable. It may also refer to the notification of such board's resolution to the stockholders.A. Call

Order

Judgment

Decision

29. A party questioning the regularity of delinquency sale on the ground of defect on the notice of sale may maintain the court action only if he has tendered the sum paid by the highest bidder in the public sale. What is the prescriptive period for filing the complaint questioning the regularity of the delinquency sale/ public sale?

6 months from the date of delinquency sale

3 months from the date of delinquency sale

12 months from the date of delinquency sale

1 month from the date of delinquency sale

30. May a dissolved corporate enforce its rights against another person despite its dissolution and even after the expiration of the three-year liquidation period?

A. Yes because Section 145 of BP 68 provides that no right or remedy in favor of or against any corporation shall be removed or impaired either by the subsequent dissolution of said corporation.B. No because it must be filed within the 3-year prescriptive period.

No because the corporation has no legal standing in a court of law.

Yes but only if the case is filed within the three-year liquidation period.

31. Under Revised Corporation Code, if the total assets and total liabilities of the corporation is less than P600,000, what minimum financial statements may be presented to the stockholders?

At least audited by CPA who is a sole practitioner

At least audited by a notary public

At least audited by a big auditing firm

At least certified under oath by the corporate treasurer and the president

32. In which of the following types of acquisition shall the purchaser be liable to the debts of the acquiree?

Asset-level only which involves acquisition only of one or some but not all the assets of the acquiree

Equity level which involves acquisition of common stocks Ma subsidiary

Business-enterprise level which involves continuation by transferor of transferee's business

33. As a general rule, no demand for payment by way of exercise of appraisal right may 'be withdrawn by a dissenting shareholder unless the corporation consents thereto. The following are the exceptional cases wherein the dissenting shareholder may withdraw his demand for payment, exceptA. If such demand for payment is withdrawn with the consent of the corporation.

If the proposed corporate action is abandoned or rescinded by the corporation.

If the proposed corporate action is disapproved by the SEC where such approval is necessary.

If the SEC determines that such shareholder is not entitled in appraisal right.E. If the dissenting shareholder has already received the fair value of his shares.

34. If a board of director's meeting of a close corporation is held without proper call or notice, when is a corporate action decided in that meeting deemed ratified by a director who failed to attend?

'file promptly gives his written objection with the corporate secretary after having knowledge thereof.

If the action is committed to defraud the corporation.

If the action is outside the corporate powers of the corporation.

If the action is within the corporate powers and the absent directors failed to give his written objection with the corporate secretary after having knowledge thereof

35. What is the composition of board of trustees of non-stock educational corporations?A. It shall not be less than 5 but not more than 15 regardless of the number.

It shall not be less than 5 but may exceed 15.

It shall be 5 or 10 or 15.

It shall not be less than 5 but not more than 10