RCC 2 Flashcards

1
Q

It shall happen if a corporation fails to formally organize and commence its business within 5 years from the date of its incorporation

A

CERTIFICATE OF INCORPORATION SHALL BE DEEMED REVOKE

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2
Q

It refers to the governing body of a corporation

A

BOARD OF DIRECTORS

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3
Q

For the purposes of quorum, a stockholder or memberwho participates through remote communication or inabsentia shall be deemed

A

PRESENT

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4
Q

It refers to a position that must be expressly mentioned in the by-laws in order to be considered as it is.

A

CORPORATE OFFICER

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5
Q

It mandates that all corporations duly organized pursuant thereto are required to submit to the SEC the names, nationalities, shareholdings, and residences of the directors, trustees and officers elected

A

CORPORATION CODE

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6
Q

Disqualifications of a director, trustee or officers includes the following, except:
A. CONVICTED BY PRELIMINARY JUDGMENT
B. CONVICTED BY FINAL JUDGMENT
C. FOUND ADMINISTRATIVELY LIABLE FOR ANY OFFENSE INVOLVING FRAUDULENT ACTS
D. BY A FOREIGN COURT OF EQUIVALENT FOREIGN REGULATORY AUTHORITY FOR ACTS, VIOLATIONS OR MISCONDUCT

A

CONVICTED BY PRELIMINARY JUDGEMENT

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7
Q

Removal of directors or trustees may be:

A

WITH OR WITHOUT CAUSE

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8
Q

It is when an election be held if the vacancy is due to term expiration

A

NO LATER THAN THE DAY OF SUCH EXPIRATION

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9
Q

They are not involve in the provision on compensation of directors

A

CORPORATE OFFICERS WHO ARE NOT DIRECTORS

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10
Q

It implies the breach of faith and willful failure to respond to plan.

A

BAD FAITH

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11
Q

A contract of the corporation with one or more of its directors or trustees, officers or their spouses and relatives within the fourth civil degree of consanguinity or affinity is considered:

A

VOIDABLE

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12
Q

These pertains to members of the board of directorsin a certain corporation who are also directors in another corporation

A

INTERLOCKING DIRECTORS

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13
Q

His act violating the doctrine of corporate opportunity can be ratified

A

DIRECTOR

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14
Q

It is a body created by the by-laws and composed ofnot less than three members of the board

A

EXECUTIVE COMMITEE

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15
Q

It pertains to an action brought by a stockholder on behalf of the corporation to enforce corporate rights against the corporation’s directors, officers or other insiders

A

DERIVATIVE SUIT

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16
Q

It means that a stockholder who dissented and votedagainst the proposed corporate action, may choose to get out of the corporation.

A

APPRAISAL RIGHT

17
Q

It is a long-term indebtedness secured usually by real property

A

BONDED INDEBTEDNESS

18
Q

Its purpose is to enable the shareholder to retain his proportionate control in the corporation.

A

PRE-EMPTIVE RIGHT

19
Q

A sale of all or substantially all of the corporation’s properties and assets must be authorized by

A

STOCKHOLDER AND MEMBER’S VOTE

20
Q

These refer to shares which are less than one share.

A

FRACTIONAL SHARES