TITLE II - INC AND ORGANIZATION OF PRIVATE CORPORATIONS
Cards (54)
- Any person, partnership, association or corporation, singly or jointly with others but not more than 15 in number, may organize a corporation for any lawful purpose or purposes.
- Natural persons who are licensed to practice a profession, and partnerships or associations organized for the purpose of practicing a profession, shall not be allowed to organize as a corporation.
- Incorporators who are natural persons must be of legal age.
- Each incorporator of a stock corporation must own or be a subscriber to at least 1 share of the capital stock.
- A written contract to purchase newly issued shares of stock.
- The contents of the articles of incorporation are binding, not only on the corporation, but also on its shareholders.
- The general rule as to corporations is that each corporation must have a name by which it is to sue and be sued and do all legal acts.
- A corporation can change its name by amending its by-laws.
- A corporation with a single stockholder is considered a One Person Corporation.
- The following is a reason that a principal office of the corporation must be stated in its articles of incorporation: To fix the residence of the corporation in a definite place.
- The following is a reason that a principal office of the corporation must be stated in its articles of incorporation: To determine the venue of court cases involving corporation.
- The following is a reason that a principal office of the corporation must be stated in its articles of incorporation: For purposes of board of directors' meeting.
- The following is a reason that a principal office of the corporation must be stated in its articles of incorporation: To determine the place where the books and records of the corporation are ordinarily kept.
- A corporation is in a metaphysical sense a resident of the place where its principal office is located as stated in the articles of incorporation.
- The place where the principal office of the corporation is to be located is one of the required contents of the by-laws.
- Only a natural person, trust, or an estate may form a One Person Corporation.
- Banks and quasi-banks, preneed, trust, insurance, public and publicly-listed companies, and non-chartered government-owned and - controlled corporations may not incorporate as One Person Corporations.
- This is the maximum amount fixed in the articles of incorporation that may be subscribed and paid by the stockholders of the corporation.
- A corporation shall have perpetual existence unless its articles of incorporation provides otherwise.
- The general rule as to corporations is that each corporation must have a name by which it is to sue and be sued and do all legal acts.
- It is the certificate of incorporation that gives juridical personality to a corporation and places it under the jurisdiction of the Securities and Exchange Commission.
- A corporation commences its corporate existence and juridical personality and is deemed incorporated from the date the DTI issues certificate of incorporation under its official seal.
- The following is requirements before one can qualify as a de facto corporation: The existence of a valid law under which it may be incorporated.
- The following is requirements before one can qualify as a de facto corporation: An attempt in good faith to incorporate.
- The following is requirements before one can qualify as a de facto corporation: Assumption of corporate powers.
- It applies when persons assume to form a corporation and exercise corporate functions and enter into business relations with third persons.
- Stock corporations shall not be required to have a minimum capital stock.
- All corporations shall file with the Commission articles of incorporation in any of the official languages.
- An unincorporated association, which represented itself to be a corporation, will be estopped from denying its corporate capacity in a suit against it by a third person who relied in good faith on such representation.
- A third party who, knowing an association to be unincorporated, nonetheless treated it as a corporation and received benefits from it, may be barred from denying its corporate existence in a suit brought against the alleged corporation.
- Corporation by estoppel is founded on principles of equity and is designed to prevent injustice and unfairness.
- Consolidation becomes effective not upon mere agreement of the members but only upon issuance of the certificate of consolidation by the SEC.
- The amendment of the articles of incorporation, requires merely that the amendment is not contrary to any provision or requirement under the Corporation Code.
- The amendment of the articles of incorporation, requires merely that it is for a legitimate purpose.
- A contract between the State and the corporation is a three-fold nature of the articles of incorporation.
- A contract between the corporation and its stockholders is a three-fold nature of the articles of incorporation.
- A contract between the stockholders inter se is a three-fold nature of the articles of incorporation.
- A contract between the corporations inter se is a three-fold nature of the articles of incorporation.
- To fix the residence of the corporation in a definite place is a purpose of the principal of the corporation.
- To determine the venue of court cases involving the stockholders is a purpose of the principal of the corporation.