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Philippine Bar review · Question

Practice question: Consideration for Stocks

Multiple Choice Hard

Practice question

For no-par stock, the board fixes an issue price relying only on its general managerial status. The articles fix no price and neither articles nor bylaws confer authority; no majority-outstanding-stock meeting fixes it. The price exceeds the statutory minimum. Which is correct?
  1. A high enough price automatically supplies decision-making authority
  2. Any officer may fix it without conditions
  3. The statutory minimum abolishes the last paragraph of Section 61
  4. Only the amount matters
  5. Meeting the minimum price does not replace the specific authority or fallback approval required to fix the price.

Legal references

  • Revised Corporation Code, RA 11232, Section 61: https://lawphil.net/statutes/repacts/ra2019/ra_11232_2019.html

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