139.

A partnership which comprises all that the partners may acquire by their work or industry during the
existence of the partnership is
a. Universal partnership of present property c. Particular partnership
b. Universal partnership of profits d. General partnership
140. The following are the effects of unlawful partnership, except
a. The profits shall be confiscated in favor of the government
b. The instruments or tools and proceeds of the crime shall be forfeited in favor of the government
c. The contribution of the partners shall be confiscated in favor of the g overnment
d. The contract is void ab initio and the pa rtnership never existed in the eyes of the law
141. As regards the limited partner, which of the following is correct?
a. He is automatically an agent for the partnership with a pparent authority to bind the limited partnership
in a contract
b. He can not own limited partnership interest in other competing limited partnership
c. He has no liability to creditors even if he takes part in control of the business as long as he is held out
as being a limited partner
d. He can contribute money and/or property but not services
142. Absent any contrary provisions in the agreement, under which of the following circumstances will a
limited partnership be dissolved?
a. A limited partner dies and his estate is insolvent
b. A personal creditor of a general partner obtains a judgment against the general partner’s interest in the
limited partnership
c. A general partner retires and all the remaining general partners do not consent to continue
d. A limited partner assigns his partnership interest to an outsider
comes a

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and the purchaser be
limited

er as
partner
143. A, B and C are partners contributing services, P20,000 and P40,000 respectively. The distribution of

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P80,000 profit shall be

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a. A=P20,000; B=P20,000; C=P40,000
b. A=P5,000; B=P25,000; C=P50,000

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c. A=P32,000; B=P16,000; C=P32,000
d. A=P26,667; B=P26,667; C=P26,667
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144. Using the preceding number, if the P80,000 represents net assets, the distribution shall be
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a. A=P20,000; B=P20,000; C=P40,000
b. A=P5,000; B=P25,000; C=P50,000
c. A=P32,000; B=P16,000; C=P32,000
d. A=P26,667; B=P26,667; C=P26,667
145. A, B and C are partners contributing services, P40,000 and P80,000 respectively. The distribution of
o

P60,000 loss shall be

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a. A=P15,000; B=P15,000; C=P30,000

b. A=P20,000; B=P20,000; C=P20,000
vi y re

c. A=P0 ; B=P20,000; C=P40,000

d. A=P0 ; B=P30,000; C=P30,000
146. Using the preceding number, if the P60,000 represents net assets, the distribution shall be
a. A=P15,000; B=P15,000; C=P30,000
b. A=P20,000; B=P20,000; C=P20,000
ed d

c. A=P0 ; B=P20,000; C=P40,000

d. A=P0 ; B=P30,000; C=P30,000
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147. A limited partnership has A, as general partner, B, as limited partner, and C, as capitalist- industrial
partner contributing P50,000; P50,000; and P50,000 and services respectively. The partnership failed and
after disposing all its assets to pay partners hip debts only P30,000 remains. The distribution shall be?
a. A=P10,000; B=P10,000; C=P10,000
b. A=P15,000; B=P15,000; C=P0
is

c. A=P15,000; B=P0 C=P15,000

d. A=P0 ; B=P30,000; C=P0
148. He shall preside at all meetings of the directors or trustees as well as of the stockholders or members,
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unless the by-laws provide otherwise

since net assets: distribute first 20 and 40 then pro rate the
remaining 20 with the ratio
(2:2;4) industrial partner gets same ratio as capital partner
with least contribution
a. Chairman of the board b. President c. Secretary d. Treasurer
sh

149. Non-voting shares may vote, except

a. Increase in capital stock b. Merger c. Dissolution d. Management contract
150. Which of the following statements is ccorrect?
a. Treasury stock sold for less than their par or issued value are considered “watered stock” an d as such is
prohibited by law.
b. Five but not more than fifteen juridical and natural persons, majority of whom are residents of the Phils
may form a private corporation
c. No par value shares of stock cannot be issued by banks, trust nies,
companies, insurance compa building

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 and loan association and public utilities.
d. Membership in non-stock corporation and rights arising there from are personal and non-transferable
and there cannot be transferred even if provided I the articles of incorporation or in the by-laws.
151. This group of persons may not be the incorporators of a corporation in the Phils.
a. 15 Japanese citizens who are resident of Quezon C ity
b. 10 Resident aliens and 5 non-resident aliens
c. 10 Americans residing in the Phils and 5 Filipinos residing in Australia
d. 15 Filipinos who are residents of USA
152. A corporation is deemed dissolved
a. Ceased operation for at least 5 years
b. No commencement of business transaction within 2 years from issuance of certificate of incorporation
c. A member of the board is convicted of a n offense
d. Majority of the members of the board are dea d
153. Every corporation whose charter expires by its own limitation, or annulled by forfeiture or otherwise, or
whose existence for other purposes is terminated in any other ma nner shall nevertheless be continued as a
body corporate for 3 years after the time when it would have been dissolved for the purpose of the
following, except
a. Prosecuting and defending suits by or against it and enabling it to settle and close its affairs
b. To dispose and convey its property
c. To distribute its assets
d. Continuing the business for which it as established
154. Which of the following corporate acts requires the approval of the majority of the outstanding capital
stock or of the members of the corporation?

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a. To invest corporate funds in another corporation or business

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b. To adopt by-laws
c. To dissolve the corporation

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d. To amend the articles of incorporation

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155. As a rule, pre-incorporation subscription is irrevocable for a period of at least
a. 30 days b. 60 days c. 6 months d. 1 year

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156. A, B, C, D, and E, are directors of a corporation. Two days before the meeting of the board, whereby a
unanimous vote, a resolution declaring a 50% stock dividend was passed, A, B, and C sold and
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transferred their shares. The transferred were duly registered in the books of the corporation immediately
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after the sale. Is the dividend declaration legal?
a. Yes, A, B, and C are still qualified to sit as members of the boa rd in hold-over capacity until their
successors shall have been elected and qualified.
b. No, at the time the resolution was passed, A, B, and C were no longer qualified to sit as directors since
they are no longer stockholders.
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c. Yes, unanimous vote means all directors approved the resolution

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d. No, if the other members of the board were not informed of the transfer made
157. Which of the following is the disadvantage of forming a corporation?
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a. The free and ready transferability of ownership

b. The shareholders are not liable for the debts of the business
c. Because of the power of succession, the existence of the entity is not affected by the personal
vicissitudes of the individual stockholders
d. The subservience of minority stockholders to the wishes of the
equitable
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majority subject only to

restraints willingness to obey others unquestioningly
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is
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sh

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