ESSAY 1 :

1.BCDE Corporation was incorporated on October 8, 1970 for a fifty-year term of existence. When will its term of existence expire?

2.The Board of Trustees of a non-stock educational corporation proposes that the number of the trustees of the corporation be increased from five to eleven. As corporate secretary of the corporation, what will be your advice?

3.Stockholders representing 2/3 of the outstanding capital stock of the corporation has successfully removed one of the ten directors. The remaining nine directors constituting a quorum insisted on filling-up the vacancy by electing the stockholder who placed eleventh in the last election. Pedro, one of the stockholders questioned the legitimacy of the act of the Board of Directors. Is Pedro correct?

4.The corporations' incorporators are no longer stockholders of the corporation in view of their subsequent transfers of shares duly recorded in the stock and transfer book of the corporation. The corporation wanted to amend its articles of incorporation by changing the names of the incorporators thru approval of its board of directors and stockholders. Your legal advice as Corporate Counsel was sought, what would be your advice and why?

5.If the corporation will decrease its capital stock, how shall the corporation proceed to achieve the purpose of equity restructuring thru reduction surplus from a decrease of capital stock?

6.ABC Hotel Corporation is engaged in hospitality business. It has fully paid outstanding capital stock in the amount of P50 Million and with forty percent foreign equity participation. John Doe was elected by the stockholders as member of the Board of Directors and subsequently elected by the Directors as President. Pedro who really wanted to be the President and out of his disappointment questioned the election of Mr. Doe on the ground that he is not qualified as President under Anti-Dummy law. Rule on the disqualification case filed by Pedro.

7.For XYZ Corporation to declare stock dividends, what are the requirements of law that must be observed or complied with for a legitimate and valid dividend declaration?

8.For a valid compensation of the Directors, what are the requirements of the law that should be complied with by ABC Corporation if it intends to grant compensation to its Directors?

9.For a valid delegation of the power to amend by-laws of a domestic corporation, what are the requirements of the law so that the board of directors can exercise the delegated power to amend?

10.(a) Was asked to explain the power of succession of a corporation, what would your explanations be? (b) What does improperly held corporate meeting, mean?