IDENTIFICCATION

1.In what corporate documents are guaranteed dividends required to be articulated to be valid and binding to the corporation and to the stockholders? __________.

2.Mr. JamesAbugan subscribed 10,000 No-par value shares and 10,000 Par value shares of ABC Corporation at minimum issue value of No-Par shares and par value of P100per share respectively. He partially paid his par value shares per subscription contract. With regard to the No-par shares, how much is the amount in Pesos is Mr. Abugan required to pay? ____________.

3.Mr. Rowel Semeno has 570,900 subscribed shares in ABC Corporation. The number of the Directors per ABC Corporation's articles of incorporation registered on January 28, 2014, is fifteen (15). During the election of the Board of directors, how many votes Mr. Semeno is entitled to cast if there are founders shares in the capital structure of the corporation ? _______________.

4.DEF Corporation has issued a total of 1,000,000 shares with par value of P1.00 at premiums worth P2,000,000. Subsequently, the corporation has reacquired 25 % of the outstanding shares. Thereafter, the corporation re-issued all the re-acquired shares of stock. What is the present number of shares considered as outstanding capital stock in the corporation? _________________.

5.When a corporation issues its shares of stock, the proceeds of the issuance goes to the corporation's coffer?How about in instances of secondary sale of shares, to whom the proceeds of the sale goes? ________________ .

6.The business activities of the corporation allows only forty percent foreign equity participation.If the corporation has 1,000,000 shares in its capital stock and will issue only 600,000 shares to Filipinos and Non-Filipinos at the same time, how much is the allowed number of shares that could be subscribed by four Non-Philippine nationals on said issuance of shares? ____________

7.XYZ Corporation has 1,000,000 common shares at par value of P10 each share and 1,000,000 preferred A, preferred B and preferred C and preferred D at equal proportion on the number of shares at par value of P.50 centavos per share. How will the authorized capital stock of the corporation be correctly stated in its articles of incorporation? _______________.

8.There are 20,000,000 shares in the capital stock ofXYZ Corporation. 15,000,000 shares are common and 5,000,000 are non-voting preferred. All shares are issued and outstanding. If the corporation will amend its Articles of Incorporation, what will be the number of shares as basis of computing the required vote of stockholders representing 2/3 of the outstanding capital stock? _________________ .

9.The Bylaws of ABC Corporation provides that the amendment of its articles of Incorporation has to be approved by all the members of the board of directors and stockholders representing eighty (80) percent of the outstanding capital stock. If the corporation has issued a total of 1,000,000 shares and subsequently reacquired 10% of the outstanding shares thereof, what will be number of the outstanding capital stock that should approved the amendments of the corporation's articles of incorporation? __________________.

10.Juan Dela Cruz has 20 % interest on the entire outstanding capital stock of 5,000,000 shares in DEF Corporation. If DEF Corporation will issue another 5,000,000 shares, what is the exact number of Mr. Dela Cruz's preemptive right on the new issuance of shares by the corporation? _____________

11.HIJ corporation was registered on January 28, 2020 with a term of existence of seventy-five years as stated in its articles of incorporation. When is the exact datewhen its corporate term of existence will expire assuming there is no extension of corporate term then? _________________ .

12.ABC Corporation in its articles of incorporation has fifteen (15) as number of directors. Whenever there are regular or special meetings of the Board of Directors, what is the number of the directors who must be present in order to constitute a quorum? _______________.

13.What is the required quorum in the election of corporate officers of a corporation? ________________

14.Stock dividend declaration requires concurring vote of the stockholders on the approval of the directors. What is the required concurring votes of stockholders on stock dividend declaration under the Revised Corporation Code? ____________

15.When the merger of two corporations is not approved by SEC, what is its effect to the constituent corporations under the Revised Corporation Code? ______________

16.When is the deemed effective date of the merger under the Revised Corporation Code of the Philippines? _______________

17.If the corporation will increase its authorized capital stock from 10,000,000 to 20,000,000 shares, what are the minimum amount of shares to be subscribed and paid under Revised Corporation Code? _______________ and ______________

18.Who assumes the assets and liabilities of the absorbed corporation/s in merger?____________

19.What classification of shares cannot be classified as non- voting shares? ______________

20.If the subscription is not fully paid and there is no delinquency declaration yet by the directors, what is the corporate term used for such share subscriptions? ____________

21.In cases of re-issuance of treasury shares, what is the legal effect of re-issuance of the treasury shares on the shares? _____________

22.Where are dividend declarations be made by domestic corporations whenever they declare dividends? ______________

23.When a corporation create new shares of stock as additional to its authorized capital, what kind of application does it need to be approvedby SEC? _____________

24.When a corporation reduce the par value of the shares, what kind of application does it need to file with SEC? _______________

25.When a corporation amends its required votes to amend articles of incorporation, what nature of application does a corporation need to file with SEC? ________________

26.What amendment of corporate documents the stockholders/members are allowed by law to delegate to the board of directors/trustees by the votes of stockholders representing two-thirds of the outstanding capital stock or two-thirds of the members? __________

27.What corporate document is being referred to when the stockholder-trustor transferred all his rights as a stockholder to the voting trustee for a certain period allowed by law? ___________

28.What corporate book is being referred to which contains all transaction records about the shares of stock of the corporation? ___________

29.In what corporate act a non-voting shares are not entitled to vote? ________________

30.If Johnny Cruz, a stockholder of ABC Corporation casted all his entire votes in favor of one candidate in the election of directors, what kind of voting did Mr. Cruz execute? ______________

31.Where should the regular meeting of the stockholders be held? ______________

32.In what way merger are different with consolidation? ________________

33.In what way are pre-emptive rights different with appraisal right? _______________.

34.What is the status of the dissenting stockholder exercising appraisal right if he transfer his shares of stock to a transferee during the exercise period of appraisal right? _______________

35.What is the required period for notification to stockholders on regular meetings? _____________

36.What is the required period of notification if stockholders' regular meeting is postponed? _______________

37.When must the stock and transfer book be closed for the purpose of determining the stockholders entitled to attend and vote at special stockholders meeting? _________________

38.When must the membership book be closed for the purpose of determining members entitled to attend and vote in the special membership meeting? _______________

39.If the corporation has 5,000,000,000 outstanding shares of stock, how many shares of stocks therein will be necessary to constitute a quorum under the Revised Corporation Code so that the meeting as scheduled maybe held and a valid meeting? ______________

40.If the meeting of the members in a Nonstock corporation was called in view of necessity of approving an urgent corporate act, what is the appropriate term for the meeting? _______________ .

41.Who presides in the meeting of the stockholders if the chairman and the president are not available? _________________

42.What is the threshold provided by law with respect to the compensation of the directors/trustees? ______________________

43.If the corporation amends its articles of incorporation, when do the amendmentsare deemed effective? _______________

44.What document in merger sets forth the Net Asset Values of the constituent corporations? ____________

45.In what corporate document should arbitration agreement be stated? ________________

46.What provisions in the articles of incorporation could not be the subject of amendments?____________________________

47.Where should the quorum provisions in meetings of the board of directors and stockholders be set forth? __________________

48.Where should the rights, privileges and restrictions for the classification of shares be set forth under the Revised Corporation Code? ____________________

49.If a corporation is registered under the laws of a foreign country and is hundred percent Filipino owned and doing business here in the Philippines, what is the nationality of the foreign corporation? ______________

50.If the corporation is registered under laws other than the laws of the Philippines, what is the right term to call the corporation? ____________________

51.How long a replacement director shall hold office?

52.With respect to educational corporations organized as nonstock corporations, what are the minimum and maximum number of their board of trustees under the Revised Corporation Code? ___________ and ______________

53.What is the maximum corporate term of existence under the Revised corporation Code? Perpetual existence

54.What corporate book will give data/information about the latest fiscal year's financial performance of the corporation?___________________

55.On what grounds the right to inspect corporate books may be denied to a stockholder/member by a corporate officer? __________________

56.State one instance where a corporation is justified on non-declaration of dividends despite violation of the Revised Corporation Code. ____________________

57.Cite one corporate act wherein nonvoting shares areentitled to vote. ___________________

58.Cite a corporate act where nonvoting shares are not entitled to vote. _______________

59.What is the basis in order to compute the entitlement to dividend of a stockholder of record? ____________________

60.Trust Fund Doctrine is violated if the corporation has issued watered stocks. How about when a corporation has issued stock dividends, but its unrestricted earning does not suffice?______________

61.What is the doctrine being referred to when the shares of stocks are deemed on equal standing in view of the absence of rights, restrictions and privileges on the classification of shares of stock not expressly set forth in the Articles of Incorporation? ______________

62.What classification of shares in the articles of incorporation have the special privilege to vote and be voted for a period of five years from date of incorporation?

63.Who among the statutory corporate officers are not required by law to be a member of the board of directors under the Revised Corporation Code?__________________, and ___________

64.What positions for corporate officers cannot be held by one and the same officer? ____________ and ___________ .

65.What vacancies in the board of directors cannot be filled by the remaining board of directors even they still constitute a quorum? __________, ___________, and ___________

66.If a corporation declared its treasury shares as dividends, under what kind of dividend this will be named?______________

67.What nature of application a corporation should file with SEC if it will retire its retirable and redeemed redeemable shares? _______________

68.In what documents are right of first refusal clauses articulated? ________________

69.If there are 15 directors per articles of incorporation of ABC Corporation, what is the exact number of the board who must vote if the requirement is "majority of the board constituting quorum"?

70.What is the maximum period of effectivity for voting trust agreements?