Podcast
Questions and Answers
Which type of partnership is recognized as legally established by meeting all legal requirements?
Which type of partnership is recognized as legally established by meeting all legal requirements?
Who is a partner that does not participate actively in the business but is recognized as a partner by others?
Who is a partner that does not participate actively in the business but is recognized as a partner by others?
Which of the following statements about a partner's rights is correct?
Which of the following statements about a partner's rights is correct?
Which of the following is not a requirement for a partner’s admission or representation to be considered as evidence against the partnership?
Which of the following is not a requirement for a partner’s admission or representation to be considered as evidence against the partnership?
Signup and view all the answers
Which of the following is NOT an inherent limitation of taxation?
Which of the following is NOT an inherent limitation of taxation?
Signup and view all the answers
Which statement about corporations is false?
Which statement about corporations is false?
Signup and view all the answers
What is an element of the doctrine of 'piercing the veil of corporate entity'?
What is an element of the doctrine of 'piercing the veil of corporate entity'?
Signup and view all the answers
Which of the following is NOT a function of Congress concerning taxation?
Which of the following is NOT a function of Congress concerning taxation?
Signup and view all the answers
In which situation will the doctrine of 'piercing the veil of corporate entity' not be applied?
In which situation will the doctrine of 'piercing the veil of corporate entity' not be applied?
Signup and view all the answers
What term describes the transfer of the tax burden by one whom the tax is assessed to another?
What term describes the transfer of the tax burden by one whom the tax is assessed to another?
Signup and view all the answers
Which aspect is uncharacteristic of rehabilitation proceedings under the Rules of Procedure on Corporate Rehabilitation?
Which aspect is uncharacteristic of rehabilitation proceedings under the Rules of Procedure on Corporate Rehabilitation?
Signup and view all the answers
Which of the following statements regarding tax and debt is accurate?
Which of the following statements regarding tax and debt is accurate?
Signup and view all the answers
Which of the following correctly describes a dormant partner?
Which of the following correctly describes a dormant partner?
Signup and view all the answers
Which government agency is NOT tasked with the implementation of tax laws in the Philippines?
Which government agency is NOT tasked with the implementation of tax laws in the Philippines?
Signup and view all the answers
Which theory in taxation suggests that without taxes, a government would be paralyzed and unable to function?
Which theory in taxation suggests that without taxes, a government would be paralyzed and unable to function?
Signup and view all the answers
Which of the following is not considered a source of tax laws?
Which of the following is not considered a source of tax laws?
Signup and view all the answers
Which type of corporation can engage in both deep sea fishing and operate an ice plant as a public service operator?
Which type of corporation can engage in both deep sea fishing and operate an ice plant as a public service operator?
Signup and view all the answers
Which of the following attributes is not common to both a corporation and a partnership?
Which of the following attributes is not common to both a corporation and a partnership?
Signup and view all the answers
What type of partnership focuses on specific undertakings or the use of determinate things?
What type of partnership focuses on specific undertakings or the use of determinate things?
Signup and view all the answers
Under what condition may a corporation be a partner in another corporation?
Under what condition may a corporation be a partner in another corporation?
Signup and view all the answers
Which of the following is not a feature of preferred stock?
Which of the following is not a feature of preferred stock?
Signup and view all the answers
Which statement related to a corporation is false?
Which statement related to a corporation is false?
Signup and view all the answers
What remedy can injured partners seek if a capitalist partner engages in competing business without permission?
What remedy can injured partners seek if a capitalist partner engages in competing business without permission?
Signup and view all the answers
What type of liability do partners have for partnership contracts when all assets are exhausted?
What type of liability do partners have for partnership contracts when all assets are exhausted?
Signup and view all the answers
Which of the following does not qualify as a feature of 'authorized capital stock'?
Which of the following does not qualify as a feature of 'authorized capital stock'?
Signup and view all the answers
Which statement is true regarding shares of stock?
Which statement is true regarding shares of stock?
Signup and view all the answers
Which statement regarding the nature of partnerships is true?
Which statement regarding the nature of partnerships is true?
Signup and view all the answers
Which characteristic differentiates a limited partner from other types of partners?
Which characteristic differentiates a limited partner from other types of partners?
Signup and view all the answers
Which of the following is not a feature of preferred stock?
Which of the following is not a feature of preferred stock?
Signup and view all the answers
What distinguishes a corporation from a partnership?
What distinguishes a corporation from a partnership?
Signup and view all the answers
Which statement about de jure and de facto corporations is false?
Which statement about de jure and de facto corporations is false?
Signup and view all the answers
Which of the following is true regarding preferred stock?
Which of the following is true regarding preferred stock?
Signup and view all the answers
Under which principle can Mr. X not be made liable for the mortgage shortfall?
Under which principle can Mr. X not be made liable for the mortgage shortfall?
Signup and view all the answers
What is the maximum duration allowed for the existence of a corporation under the Revised Corporation Code?
What is the maximum duration allowed for the existence of a corporation under the Revised Corporation Code?
Signup and view all the answers
What is the due date for the 1st quarter income tax return of an individual deriving income from business or profession?
What is the due date for the 1st quarter income tax return of an individual deriving income from business or profession?
Signup and view all the answers
What is the minimum paid-up capital requirement for a corporation with an Authorized Capital Stock of P64,000 under the Revised Corporation Code?
What is the minimum paid-up capital requirement for a corporation with an Authorized Capital Stock of P64,000 under the Revised Corporation Code?
Signup and view all the answers
Where must a restriction on the transfer of shares in an ordinary stock corporation be indicated?
Where must a restriction on the transfer of shares in an ordinary stock corporation be indicated?
Signup and view all the answers
Which of the following is NOT a characteristic of income tax?
Which of the following is NOT a characteristic of income tax?
Signup and view all the answers
What is the capital gains tax on the sale of Edwin Nola's principal residence?
What is the capital gains tax on the sale of Edwin Nola's principal residence?
Signup and view all the answers
When does the existence of a corporation sole officially begin?
When does the existence of a corporation sole officially begin?
Signup and view all the answers
What is Broget's taxable income during the year given his various income sources?
What is Broget's taxable income during the year given his various income sources?
Signup and view all the answers
Which of the following is NOT a qualification of a director?
Which of the following is NOT a qualification of a director?
Signup and view all the answers
What is the taxable income of Mr. Beltran for the taxable year ended December 31, 2023?
What is the taxable income of Mr. Beltran for the taxable year ended December 31, 2023?
Signup and view all the answers
In a cumulative voting system, how many votes can stockholder A cast in favor of candidate B if A holds 10,000 shares?
In a cumulative voting system, how many votes can stockholder A cast in favor of candidate B if A holds 10,000 shares?
Signup and view all the answers
Who fills the vacancy in the Board of Directors when a member dies or retires?
Who fills the vacancy in the Board of Directors when a member dies or retires?
Signup and view all the answers
What is the taxable income of Mrs. Beltran?
What is the taxable income of Mrs. Beltran?
Signup and view all the answers
How much was Broget's total income before deductions?
How much was Broget's total income before deductions?
Signup and view all the answers
What is the nature of the investment made by Mr. X in exchange for shares?
What is the nature of the investment made by Mr. X in exchange for shares?
Signup and view all the answers
Study Notes
Partnership Law
-
Partnership establishment: A partnership "de jure" complies with all legal requirements for a lawful establishment.
-
Partner types: A "silent partner" is not actively involved in the business but may be known to third parties. A "dormant partner" is both silent and unknown. An "ostensible partner" appears to be a partner to third parties, even if they aren't.
-
Partnership property: Partners are co-owners of specific partnership property. A partner's right in such property is assignable with consent.
-
Corporate law:
- Corporations have separate legal personalities from their shareholders.
- Corporations can be awarded moral damages if their reputation is harmed.
- Corporate shareholder interests aren't directly tied to corporate assets.
-
Piercing the corporate veil: Elements include complete control, control used for fraud, and control being the proximate cause of harm. Corporations will not have their veil pierced under certain conditions.
-
Rehabilitation proceedings:
- Corporate, partnership, and association proceedings are non-adversarial.
- Jurisdiction is initiated upon proceeding commencement.
- Proceedings are summary and in rem.
-
Stockholder preemptive rights: A right to buy new shares before they are offered to others can be denied in particular cases, such as in ensuring a minimum ownership threshold.
-
Partnership vs Corporation:
- Partnerships are created by agreement, while corporations are established by law with approval from the SEC and a certificate.
- Partnerships often have unlimited liability.
- Corporations often have limited liability..
Corporate Law
-
Limited Partner: A limited partner is generally not an ostensible or managing partner.
-
Profit Distribution: In distributing partnership profits, priority is given to agreements on profit distribution over agreements on loss distribution; this takes priority over capital contributions and equal distribution.
-
Corporate Officers: The term of a corporate president is not necessarily the same as a board director's term, and the president could be Treasurer or Secretary.
-
Corporate Board Vacancies: Vacancies in a board of directors can be filled by the majority vote of the board, or, in specific instances, by the majority vote of shareholders at a meeting.
-
De Facto Corporation: A de facto corporation is created when there's a good faith effort to comply with incorporation laws, even if some technical aspects aren't followed.
-
Corporate Existence: Corporate existence is defined by the articles of incorporation, often with a fixed or indefinite term.
-
Stockholders: Duly established cooperatives and corporations that primarily hold equities in rural banks can be incorporators. Natural persons can be both stock and non-stock incorporators.
-
Stockholder Equity: Some equity components, such as premium on capital stock and donated capital, are not legal capital.
-
Capital Stock: No-par value stock does not require a fixed value assigned to the shares..
-
Stock Valuation: Market value, Liquidating value, and book value are used to determine stock value.
-
Legal Capital. Some equity components, such as premium on capital stock and donated capital, are not legal capital.
-
Preferred Stock: Certain preferred stock shares may participate in any additional profits or losses in the partnership beyond their already agreed-upon returns..
Studying That Suits You
Use AI to generate personalized quizzes and flashcards to suit your learning preferences.
Related Documents
Description
This quiz covers key principles of partnership law, including partnership establishment, types of partners, and partnership property. It also delves into corporate law, highlighting the separation of corporate entities and concepts such as piercing the corporate veil. Test your knowledge of these important legal concepts.
