FALSE In all cases, only a member of the corporation shall be elected as trustee The dissenting stockholder who votes against a proposed corporate action may exercise the right of appraisal by making a demand, verbal or written, on the corporation for the payment of the fair value of shares. As a rule, the right to vote of members in a non-stock corporation cannot be denied. Membership in a nonstock corporation and all rights arising therefrom are personal and may never be transferred. The bylaws may provide that the members of a nonstock corporation may hold their regular or special meetings at any place, within or outside the Philippine territory. The single stockholder in a one person corporation may be appointed as the corporate secretary. The right of appraisal cannot be waived. Only the Philippine laws shall govern foreign corporations doing business in the Philippines. A closed corporation may make public offering of its certain stocks. A dissenting stockholder who fails to submit his certificates of stock for notation within ten (10) days after demanding payment for shares held shall automatically terminate his appraisal right. A stockholder who has not voted against the proposed corporate action may validly exercise his right of appraisal. A non-stock corporation may engage in business with the object of making profits. An educational corporation is necessarily non-stock. The one person corporation does not have a personality separate and distinct from the single stockholder. A one person corporation is not required to file articles of incorporation and by-laws. A person may incorporate only one person corporation. Any corporation may be incorporated as a close corporation. TRUE Religious corporations may be incorporated by one or more persons. All of a closed corporation’s issued stock of all classes, exclusive of treasury shares, may be held of record by not more than ten (10) specified number of persons. Investment of corporate funds for any purpose other than the primary purpose of the corporation is an instance to exercise a stockholder’s right of appraisal. A corporation may be dissolved voluntarily or involuntarily. The One Person Corporation is not required to submit and file corporate bylaws. The dissenting stockholder who remains unpaid of the value of his shares within (30) days after the award shall be immediately restored of his voting and dividend rights. Only a natural person, trust, or an estate may form a one person corporation. The articles of incorporation of a religious corporation does not require the approval by the SEC. The rule is that a one person corporation is not required to have a minimum authorized capital stock. The single stockholder shall be the sole director and president of the one person corporation. A stockholder’s right of appraisal may be exercised in case of merger or consolidation. A dissenting stockholder who demands payment of his shares in the exercise of his appraisal right may be allowed to withdraw from his decision. The single stockholder in a one person corporation may be the treasurer.