Any vacancy in the Board of Directors can be filled up by a vote of at least the majority of the remaining directors if still constituting a quorum, except when such vacancy is created by – by the death of a director. by the resignation of the director. by the director no longer being a registered stockholder to at least one share in the books of the corporation. by the expiration of term of the director.
Any vacancy in the Board of Directors can be filled up by a vote of at least the majority of the remaining directors if still constituting a quorum, except when such vacancy is created by –
by the death of a director.
by the resignation of the director.
by the director no longer being a registered stockholder to at least one share in the books of the corporation.
by the expiration of term of the director.
What corporate power does the board not determine but only exercise?
Express power
Implied power
Power to invest into another corporation
Power to enter into joint venture
The pre-emptive rights of stockholders in a corporation are not statutory rights, but are ____________ and exist even when no specific grant or recognition of such right is provided for in statutory law.
inherent rights
common law rights
provided by the Corporation Code
implied rights
A share held by a third person to be released only upon the performance of a condition or the happening of a certain event contained in the agreement.
Common
Preferred share
Escrow share
Treasury share
One of the attributes of a corporation is that it is an artificial being with a separate personality. As a result of this attribute, the corporation:
is not liable for torts committed by its officer or agent.
is liable for torts committed by its officer or agent.
is liable for torts by its stockholders.
is liable for torts committed by its stockholders and officers or agents.
The “Grandfather Rule” in Corporation law means that:
corporate stockholdings would be traced from the nationality of the stockholders of investor corporations in determining, in turn, the nationality of the investee corporation.
corporate stockholdings would be traced from the nationality of the stockholders of investee corporations in determining, in turn, the nationality of the investor corporation.
corporate stockholdings would be traced from the residency of the stockholders of investor corporations in determining, in turn, the residency of the investee corporation.
corporate stockholdings would be traced from the domicile of the stockholders of investor corporations in determining, in turn the domicile of the investee corporation.
The principle that “By-laws cannot contravene, much less override, the articles of incorporation, “
a corporation being creature of the law, cannot, in the exercise of its inherent power, contravene its own character.
the corporation being a creature of the law, it cannot by its acts and internal rules defy its creators or the orders of its creator.
a corporation being a creature of the law, it is mandated, in the exercise of its inherent powers, it must carry on the business pursuant to the interests, and not to unduly restrict or disadvantage those who are intended to be the beneficiaries thereof.
a corporation’s articles of incorporation constitute the law as to said corporation.
Who in the items below is a “corporate officer” who in accordance with corporate law jurisprudence is NOT within the business judgement power of the Board of Directors to terminate, with or without cause, from his officer position?
The President and CEO, appointed by majority vote of the Board.
The Chairman of the Board, appointed by majority of the vote of the Board.
The Executive Vice-President whose position was created by a resolution unanimously adopted by the Board.
The Corporate Secretary, appointed by unanimous vote of the Board.
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The principle that “By-laws cannot contravene, much less override, the articles of incorporation
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