Question 22

1pts

1st Statement: The preemptive right of stockholders in close corporations shall extend to all stock to be issued, including reissuance of treasury shares, whether for money, property or personal services, or in payment of corporate debts, unless the articles of incorporation provide otherwise.

2nd Statement: Any amendment to the articles of incorporation of a close corporation which seeks to delete or remove any provision or to reduce a quorum or voting requirement stated in said articles of incorporation shall require the affirmative vote of at least majority of the outstanding capital stock, whether with or without voting rights, or of such greater proportion of shares as may be specifically provided in the articles of incorporation.

Group of answer choices

Both statements are true

Only 2nd statement is true

Only 1st statement is true

Both statements are not true

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Question 23

1pts

Which of the following special corporations is required by the Corporation Code to have its number of directors in multiples of 5, i.e., 5, 10 or 15?

Group of answer choices

A corporation sole.

A religious society.

A stock educational corporation.

A non-stock educational corporation.

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Question 24

1pts

Which of the following corporations is organized by the mere filing of a verified articles of incorporation with the SEC without the need of an issuance of a certificate of incorporation.

Group of answer choices

A religious society.

A stock educational corporation.

A non-stock educational corporation.

A corporation sole.

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Question 25

1pts

The following may form a One Person Corporation, except

Group of answer choices

an estate

pre-need companies

trust

natural person

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Question 26

1pts

1st Statement: A natural person who is licensed to exercise a profession may organize as a One Person Corporation for the purpose of exercising such profession.

2nd Statement: A One Person Corporation shall be required to have a minimum authorized capital stock except as otherwise provided by special law.

Group of answer choices

Both statements are not true

Only 1st statement is true

Only 2nd statement is true

Both statements are true

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Question 27

1pts

Which of the following corporations is not required to submit and file corporate by-laws.

Group of answer choices

Stock corporation

Non-stock corporation

One Person Corporation

Close corporation

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Question 28

1pts

1st Statement: The single stockholder shall be the sole director and president of the One Person Corporation (OPC).

2nd Statement: The single stockholder may not be appointed as the corporate secretary but may appoint himself a treasurer of the OPC.

Group of answer choices

Both statements are not true

Both statements are true

Only 2nd statement is true

Only 1st statement is true

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Question 29

1pts

1st Statement: When a single stockholder acquires all the stocks of an ordinary stock corporation, the latter may apply for conversion into a One Person Corporation.

2nd Statement: A One Person Corporation may not be converted into an ordinary stock corporation.

Group of answer choices

Only 1st statement is true

Both statements are true

Both statements are not true

Only 2nd statement is true

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Question 30

1pts

It is the extinguishment of the franchise of a corporation and the termination of its corporate existence.

Group of answer choices

Dissolution

Winding-up

Liquidation

Consummation

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Question 31

1pts

What is the voting proportion required for the voluntary dissolution of the corporation where no creditors are affected?

Group of answer choices

Majority votes of the board of directors and 2/3 votes of the outstanding capital stock.

Majority vote of the board of directors and majority vote of the stockholders

Majority votes of the board of directors and majority vote of the outstanding capital stock

Majority vote of the board of directors and 2/3 vote of the stockholders

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Question 32

1pts

What is the voting proportion required for the voluntary dissolution of the corporation where creditors are affected?

Group of answer choices

Majority vote of the board of directors and majority vote of the stockholders

Majority votes of the board of directors and 2/3 votes of the outstanding capital stock.

Majority vote of the board of directors and 2/3 vote of the stockholders

Majority votes of the board of directors and majority vote of the outstanding capital stock

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Question 33

1pts

The following may be grounds for dissolution of the corporation, except:

Group of answer choices

If a corporation does not formally organize and commence its business within five (5) years from the date of its incorporation

Merger or consolidation

Upon finding by final judgment that the corporation was created for the purpose of committing, concealing or aiding the commission of securities violations, smuggling, tax evasion, money laundering, or graft and corrupt practices.

Upon receipt of a lawful court order dissolving the corporation

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Question 34

1pts

The following are methods of dissolving a corporation: (Phil CPA, 86-2; 91-2-M)

I. Expiration of the term

II.Failure to organize and commence business within five years from date of issuance of certificate of incorporation.

III. Shortening of the corporate term

Group of answer choices

II and III

I and III

I and II.

I, II, and III.

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Question 35

1pts

1st Statement: Foreign Corporations are required to obtain license from the SEC to enable them to do business in the Philippines.

2nd Statement: The foreign corporation must appoint a resident agent so that court may acquire jurisdiction over the foreign corporation

Group of answer choices

Only 2nd statement is true

Both statements are not true

Only 1st statement is true

Both statements are true