PROBLEM 1:

X'acto Corporation fixed the number of directors at seven (7) directors. All the seven (7) were elected and serve as such for the current year.

Question No. 1: If the three (3) out of seven (7) resign. Can the vacancies be filled up by the remaining four (4)?

Question No.2: Suppose four (4) out of the seven (7) resign. Is there still a quorum? How will the vacancies be filled up?

PROBLEM 2:

X, the manager of W Corporation, was promised an increase in salary. To facilitate the payment of the promised increase, he prepared a board resolution and had it signed individually by a majority of the members of the Board of Directors. The treasurer of the corporation refused to pay the increase in salary stating that the board resolution is not valid. Is the contention of the treasurer tenable?

PROBLEM 3:

X Corporation named five of its members to the Board of Directors. These five elected one among themselves as the treasurer. They did not elect a president and a secretary. The board through the treasurer transacted business the day it came into existence. Is the corporation deemed to have formally organized?