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ACC 132 > UNIT 1 > Flashcards

UNIT 1 Flashcards

1
Q

an artificial being created by operation of law, having the right of succession and the powers, attributes and properties expressly authorized by law or incidental to its existence

A

Corporation

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2
Q

it may, under its corporate name, take, hold, or convey property to the extent allowed by law, enter into contracts, and sue or be sued.

A

Separate legal entity – artificial being

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3
Q

A corporation is generally created by

A

Created by operation of law

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4
Q

Irrespective of the death, withdrawal, insolvency, or incapacity of the individual members or shareholders, and regardless of the transfer of their interest of share capital, a corporation shall have perpetual existence unless its articles of incorporation provides otherwise.

A

Right of succession

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5
Q

Revised Corporation Code of the Philippines

A

RA 11232

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6
Q

Proprietorship in a corporation is divided into units known as

A

Share Capital

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7
Q

the governing body or decision-making body of the corporation

A

Board of Directors

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8
Q

the governing body elected by the stockholders that exercises the corporate powers of a corporation, conducts all its business

A

Board of Directors

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9
Q

a group of executives given the authority by the Board of Directors to implement the policies it has laid down in the conduct of the business of the corporation.

A

Management

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10
Q

stockholders or members mentioned in the Articles of Incorporation as
originally forming and composing the corporation and who are signatories thereof.

A

Incorporators

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11
Q

They must be natural persons as distinguished from artificial persons.

A

Incorporators

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12
Q

enumerate the powers and limitations conferred upon the corporation by the government.

A

Articles of Incorporation

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13
Q

those who compose a corporation, whether as stockholders or shareholders in a stock corporation or as members in a nonstock corporation.

A

Corporators

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14
Q

they are the corporators of a stock corporation

A

Stockholders/Shareholders

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15
Q

a private corporation in which the capital is divided into shares of stock and is authorized to distribute corporate earnings to holders on the basis of shares held.

A

stock corporation

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16
Q

they are the corporators of a non-stock corporation.

A

members

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17
Q

they are the corporators of a non-stock corporation.

A

Members

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18
Q

they are the persons who undertake to (a) form a company based on a given project, (b) set it going, (c) take the necessary steps to accomplish the purpose for which the corporation is organized.

A

Promoters

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19
Q

they are the persons who have agreed to take original, unissued shares but will pay at a later date.

A

Subscribers

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20
Q

They may be incorporators or not and they may eventually become shareholders the moment the full payment of their subscriptions is made.

A

subscribers

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21
Q

they are those who undertake to dispose of the shares to the general public

A

underwriters

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22
Q

process whereby elements in society wield power, authority and influence and enact policies and decisions concerning public life and social upliftment.

A

governance

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23
Q

comprises all the processes of governing – whether undertaken by the government of a country, by a market or by a network – over a social system and whether through the laws, norms, power, or language of an organized society.

A

governance

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24
Q

the process of decision-making and the process by which decisions are implemented (or not implemented) through the exercise of power or authority by leaders of the county and/or the organization

A

governance

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25
Q

important to point out that representative democracy does not necessarily mean that the concern of the most vulnerable in society would not be taken into consideration in decision making.

A

participation

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26
Q

This means freedom of association and expression on one hand and an organized civil society on the other hand.

A

participation

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27
Q

Good governance requires fair legal frameworks that are enforced impartially.

A

rule of law

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28
Q

requires full protection of human rights, particularly those of minorities.

A

Rule of Law

29
Q

decisions taken and their enforcement are done in a manner that follows rules and regulations

A

transparency

30
Q

information is freely available and directly accessible to those who will be affected by such decisions and their enforcement

A

transparency

31
Q

enough information is provided and that it is provided in easily understandable forms and media.

A

tranparency

32
Q

Good governance requires that institutions and processes try to serve the needs of all stakeholders within a reasonable timeframe.

A

responsiveness

33
Q

Act promoting ease of doing business and efficient delivery of government services.

A

RA 11032

34
Q

Good governance requires mediation of the different interest in society to reach a broad consensus on what is in the best interest of the whole community and how this can be achieved.

A

Consensus Oriented

35
Q

also requires a broad and long-term perspective on what is needed for sustainable human development and how to achieve the goals of such development.

A

Consensus Oriented

36
Q

Good governance ensures that all its members feel that they have a stake in it and do not feel excluded from the mainstream of society.

A

Equity and Inclusiveness

37
Q

This requires all groups, but particularly the most vulnerable, have opportunities to improve or maintain their well-being.

A

Equity and Inclusiveness

38
Q

Good governance means that processes and institutions produce results that meet the needs of society while making the best use of resources at their disposal.

A

Effectiveness and Efficiency

39
Q

the sustainable use of natural resources and the protection of the environment

A

Effectiveness and Efficiency

40
Q

cannot be enforced without transparency and the rule of law.

A

accountability

41
Q

Not only governmental institutions but also the private sector and civil society organizations must be accountable to the public and to their institutional stakeholders.

A

Accountability

42
Q

defined as the system of rules, practices, and processes by which business corporations are directed and controlled.

A

Corporate Governance

43
Q

involves balancing the interests of a company’s many stakeholders, such as shareholders, management, customers, suppliers, financiers, government, and the community.

A

corporate governance

44
Q

the system of stewardship and control to guide organizations in fulfilling their long-term economic, moral, legal, and social obligations towards their stakeholders

A

corporate governance

45
Q

system of direction, feedback and control using regulations, performance standards and ethical guidelines to hold the Board and senior management accountable for ensuring ethical behavior – reconciling long-term customer satisfaction with shareholder value – to the benefit of all stakeholders and society.

A

corporate governance

46
Q

T/F
The purpose of corporate governance is to facilitate effective, entrepreneurial and prudent management that can deliver long-term success of the company.

A

TRUE

47
Q

T/F
The fundamental aim of corporate governance is to enhance shareholders’ value and protect the interests of other stakeholders by improving the corporate performance and accountability.

A

TRUE

48
Q

T/F
the purpose of corporate governance to minimize the organization’s long- term success, creating sustainable value for its shareholders, stakeholders and the nation.

A

FALSE

49
Q

any individual, organization or society at large who can either affect and/or be affected by the company’s strategies, policies, business decisions and operations, in general.

A

Stakeholders

50
Q

All shareholders deserve equitable treatment and this equity is safeguarded by a good governance structure in any organization

A

Fair and Equitable Treatment of Shareholders

51
Q

In some organizations, a group of high net-worth individual and institutions who have a substantial proportion of their portfolios invested in the company remain active through occupation of top-level positions that enable them to guard their interest.

A

Fair and Equitable Treatment of Shareholders

52
Q

Corporate governance enables firms to assess their behavior and actions before they are scrutinized by regulatory agencies.

A

Self-assessment

53
Q

An active and independent board can successfully point out deficiencies or loopholes in the company operations and help solve issues internally on a timely basis.

A

Self-assessment

54
Q

Corporate governance also aims to protect the long-term interests of the shareholders

A

Increase Shareholders’ Wealth

55
Q

This only reflects the positive perception that good corporate governance induces potential investors to decide to invest in a company.

A

This only reflects the positive perception that good corporate governance induces potential investors to decide to invest in a company.

56
Q

Good corporate governance aims at ensuring a higher degree of transparency in an organization by encouraging full disclosure of transactions in the company accounts.

A

Transparency and Full Disclosure

57
Q

T/F
Effective corporate governance is transparent, protects the rights of shareholders and includes operational risk management only.

A

FALSE | both strategic and operational risk management only

58
Q

concerned in both the long-term earning potential as well as actual short-term earnings and holds directors accountable for their stewardship of the business.

A

Effective Corporate Governance

59
Q

Does the board meet the information needs of investment communities?

A

Transparency and Full Disclosure

60
Q

Does it safeguard integrity in financial reporting?

A

Transparency and Full Disclosure

61
Q

Does the board have sound disclosure policies and practices?

A

Transparency and Full Disclosure

62
Q

Does the board clarify its role and that of management?

A

Accountability

63
Q

Does it promote objective, ethical and responsible decision making?

A

Accountability

64
Q

Does the composition mix of board membership ensure an appropriate range and mix of
expertise, diversity, knowledge and added value?

A

Accountability

65
Q

Has the board built long-term sustainable growth in shareholders’ value for the corporation?

A

Corporate Control

66
Q

Are conflicts of interest avoided such that the organization’s interests prevail at all times?

A

Corporate Control

67
Q

Code of Corporate Governance for publicly-listed companies

A

Securities and Exchange Commission (SEC) Memorandum Circular No. 19, Series of 2016

68
Q

Its goal is to help companies develop and sustain an ethical corporate culture and keep abreast with recent developments in corporate governance.

A

Securities and Exchange Commission (SEC) Memorandum Circular No. 19, Series of 2016

69
Q

Securities and Exchange Commission (SEC) Memorandum Circular No. 19, Series of 2016

Approval Date: ???

A

November 10, 2016

ACC 132 (2 decks)

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