Philippine Bar review · Question

Practice question: Participation in Management; Voting Requirements

Multiple Choice Hard Jurisprudence

Practice question

A shareholder sends a valid proxy for the stockholder meeting and also asks that proxy to cast the shareholder’s separate vote as director at the board meeting. Which distinction is correct?
  1. Stockholder proxy voting does not override the prohibition on director proxies at board meetings
  2. Every valid stockholder proxy automatically becomes a board proxy
  3. A director’s personal function is identical to every shareholder vote
  4. The proxy automatically becomes a director
  5. Only the number of owned shares matters

Legal references

  • RA 11232: https://elibrary.judiciary.gov.ph/thebookshelf/showdocs/2/86463; Sections 52,54-55,57.

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