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A corporation has the right to exercise unlimited powers.
A corporation has the right to exercise unlimited powers.
False
Partnerships are not a viable option for forming a business organization in the tourism sector.
Partnerships are not a viable option for forming a business organization in the tourism sector.
False
The Corporation Code of the Philippines is governed by Batas Pambansa Bilang 69.
The Corporation Code of the Philippines is governed by Batas Pambansa Bilang 69.
False
A corporation has the power of succession.
A corporation has the power of succession.
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A corporation's powers are exercised through its shareholders.
A corporation's powers are exercised through its shareholders.
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The Corporation Code of the Philippines is only applicable to public corporations.
The Corporation Code of the Philippines is only applicable to public corporations.
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A corporation's existence is dependent on the life of its individual stockholders.
A corporation's existence is dependent on the life of its individual stockholders.
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The powers of a corporation are limited to those mentioned in its charter or in the general acts that created it.
The powers of a corporation are limited to those mentioned in its charter or in the general acts that created it.
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A corporation's juridical personality begins from the date of its incorporation.
A corporation's juridical personality begins from the date of its incorporation.
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A corporation is considered a natural being under the law.
A corporation is considered a natural being under the law.
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The Theory of Concession states that a corporation has unlimited powers and capacities.
The Theory of Concession states that a corporation has unlimited powers and capacities.
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A corporation is a separate entity from its individual stockholders and members.
A corporation is a separate entity from its individual stockholders and members.
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A partnership commences to acquire judicial personality from the date of the issuance of the certificate of incorporation by the Securities and Exchange Commission.
A partnership commences to acquire judicial personality from the date of the issuance of the certificate of incorporation by the Securities and Exchange Commission.
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In a corporation, the liability of the stockholders extends to their personal properties.
In a corporation, the liability of the stockholders extends to their personal properties.
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A corporation requires at least two persons to be formed.
A corporation requires at least two persons to be formed.
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In a partnership, the power to do business and manage the affairs is vested to the board of directors or trustees.
In a partnership, the power to do business and manage the affairs is vested to the board of directors or trustees.
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A partnership and a corporation have the same number of required incorporators.
A partnership and a corporation have the same number of required incorporators.
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A partnership has the right of succession.
A partnership has the right of succession.
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An incorporator can be a corporation or a partnership.
An incorporator can be a corporation or a partnership.
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A corporation can have more than 15 directors.
A corporation can have more than 15 directors.
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Incorporators who are natural persons must be at least 18 years old.
Incorporators who are natural persons must be at least 18 years old.
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The names and residences of the incorporators are not required in the formation of a corporation.
The names and residences of the incorporators are not required in the formation of a corporation.
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A corporation's authorized capital stock can be divided into shares with no par value.
A corporation's authorized capital stock can be divided into shares with no par value.
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Licensed professionals cannot form a corporation unless allowed by special laws.
Licensed professionals cannot form a corporation unless allowed by special laws.
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A corporation's property is owned by its stockholders.
A corporation's property is owned by its stockholders.
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The Board of Directors has no authority over corporate power.
The Board of Directors has no authority over corporate power.
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A corporation is not liable for its corporate acts and liabilities.
A corporation is not liable for its corporate acts and liabilities.
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An officer can be held personally liable for the consequences of his acts, even if they are on behalf of the corporation.
An officer can be held personally liable for the consequences of his acts, even if they are on behalf of the corporation.
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The President of a corporation is solidarily liable for a breach of contract done by the corporation.
The President of a corporation is solidarily liable for a breach of contract done by the corporation.
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The Treasurer of a corporation can be held liable for a judgment rendered against the corporation.
The Treasurer of a corporation can be held liable for a judgment rendered against the corporation.
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Study Notes
Corporation Definition and Characteristics
- A corporation is an artificial being created by operation of law, having the right of succession and powers, attributes, and properties expressly authorized by law or incident to its existence.
- A corporation has the capacity to exist regardless of the death, withdrawal, insolvency, incapacity of individual stockholders, and regardless of the transfer of interest or shares of stock.
Powers of a Corporation
- A corporation's powers are limited to those mentioned in their charters or in the general acts which they are created.
- A corporation's juridical personality commences from the date of issuance of the SEC Certificate of Registration.
Theories on Corporate Existence and Powers
- Theory of Concession: A corporation being a creature of the State, all its powers and capacities are only to the extent that the laws and its charter have granted it.
- Activities are limited by charter and various laws.
Distinction between Partnership and Corporation
- A partnership is created by the agreement of the parties, while a corporation is created by law.
- In a partnership, the liability of the partners (except limited partnership) extends to their personal properties, while the liability of the stockholders in a corporation is limited only to the extent of the shares subscribed by them.
- In a partnership, when the management is not agreed upon, every partner is an agent of the partnership, while the power to do business and manage the affairs of the corporation is vested to the Board of Directors or Trustees.
- A partnership commences to acquire judicial personality from the moment of the execution of the contract of partnership; while a corporation commences its corporate existence only from the date of the issuance of the certificate of incorporation by the Securities and Exchange Commission.
- A partnership may be organized by only two persons; while a corporation may be formed singly or jointly but not more than 15 incorporators.
- A partnership has no right of succession; while a corporation has such a right.
Incorporators
- An incorporator is defined as one who constitutes the steps necessary to form a corporation and is an original member of it.
- Qualifications of an incorporator:
- A natural person, partnership, or corporation
- May be formed singly or jointly but not more than 15 incorporators
- Natural persons who are licensed to practice a profession, and partnership or associations organized for the purpose of practicing a profession, shall not be allowed to organize as a corporation unless otherwise provided under special laws
- Incorporators who are natural persons must be of legal age
- Must own at least one (1) share of the capital stock of the corporation
Corporate Property and Liability
- Corporate property is not the property of its stockholders and may not be sold by the stockholders without the express authorization from the corporation's Board.
- General rule: An officer cannot be held personally liable for the consequences of his acts, for as long as these are on behalf of the corporation, done in good faith, and within the scope of his authority.
Kinds of Corporation
- To be discussed in further detail.
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Description
This quiz covers the legal aspects of tourism and hospitality, including the powers of a corporation, right of succession, and limited capacity. It's essential for understanding the legal framework of the tourism and hospitality industry.
