ESSAY 1:

1.Research and study "SEC Guidelines on On-Site Verification per SEC Memorandum Circular No. 6 series of 2008 which requires a report to be rendered by an independent CPA on the verification of cash payment on subscription to the increase.

Create an.. a write-up why this is imposed as one of the requirements by SEC in application for increase of capital stock.

2.Research Articleswhy corporations undergo "Corporate Quasi-Reorganizations" such as decrease of capital stock leading to the corporate purposes of "Equity Restructuring."

3.Research also on other reasons why a corporation has to decrease its authorized capital stock?

4.Research the documentary requirements for applications for increase and decrease of capital stock in addition to the Certificate of Increase of Capital Stock and Certificate of Decrease of capital Stock.

ESSAY 2

1.When is there an ultra vires act on the part of (a) the corporation; (b) the board of directors; and (c) the corporate officers?

2.For the past three years of its commercial operation, "X Corp" an oil company, has been tremendously in excess of 100% of the corporation's paid-in capital. All of the stockholders have been claiming that they share in the profits of the corporation by way of dividends but the Board of Directors failed to lift its finger.

a)Is X Corp. guilty of violating a law? If in the affirmative, state the basis.

b)Are there instances when a corporation shall not be held liable for not declaring dividends?