当前位置:考试网  > 试卷库  > 学历类  > 自考  > 自考专业(电子商务)  > 商法(二)  > 某股份有限公司是由A、B、C、D、E、F、G七人共同设立的,其中D、E、F三资料仅供参考人在中国境内没有住所。公司设立三年后,因经营不善导致亏损,公司内部矛盾加剧。股东们要求董事长A召集股东大会遭到拒绝,副董事长D遂主动决定召开股东大会,拟罢免董事长和修改公司章程。 请问: (1)作为发起人,D、E、F三人在中国境内无住所,是否影响公司的合法设立,为什么? (2)召开股东大会是谁的权限?D在什么条件下才能主持召开股东大会? (3)修改公司章程必须符合法律规定的什么条件 (4)公司财务负责人B被股东大会任命为兼任公司监事会成员,B能否接受,为什么?
试题预览

某股份有限公司是由A、B、C、D、E、F、G七人共同设立的,其中D、E、F三资料仅供参考人在中国境内没有住所。公司设立三年后,因经营不善导致亏损,公司内部矛盾加剧。股东们要求董事长A召集股东大会遭到拒绝,副董事长D遂主动决定召开股东大会,拟罢免董事长和修改公司章程。

请问:

(1)作为发起人,D、E、F三人在中国境内无住所,是否影响公司的合法设立,为什么?

(2)召开股东大会是谁的权限?D在什么条件下才能主持召开股东大会?

(3)修改公司章程必须符合法律规定的什么条件

(4)公司财务负责人B被股东大会任命为兼任公司监事会成员,B能否接受,为什么?

查看答案
收藏
纠错
正确答案:

(1)不影响。因为中国法律规定设立股份有限公司的发起人必须半数以上在中国境内有住所。

(2)召开股东大会的权限属于董事会。 D 作为副董事长,只有在董事长 A 指定情况下才能主持股东大会。

(3)修改公司章程属于公司重大事项,必须经出席股东大会的股东所持表决权的三分之二以上经过方为有效。

(4)B 不能接受。因为中国公司法规定公司的董事、 经理和财务负责人不能兼任公司监事。

答案解析:

暂无解析

你可能感兴趣的试题

A 与燃气公司订立了供气合同, 但 A 自 1 月 1 日至 12 月 31 日未交款,期间 6 月 1 日,气费价格上调,此时 A 应当()

名词解释:“票据追索权”。

下列财产能够作为合伙人出资的有()

商法从根本上看属于()

中国《海商法》中所指的船舶不包括()

热门试题 更多>
Read the text about career-planning services. Choose the best sentence from the opposite page to fill each of the gaps . For each gap 9– 14, mark one letter (A-H) on your Answer Sheet . Do not use any letter more than once . There is an example at the beginning .(0) Your Career Path Can Lead You Anywhere We used to be advised to plan our careers. We were told to make a plan during the later stages of our education and continue with it through our working lives.(0)_____ some people still see careers in this way. However, to pursue a single option for life has always been unrealistic. Planning for a single career assumes that we set out with a full understanding of our likes and dislikes and the employment opportunities open to us. (9)____ For most people this degree of certainty about the future does not exist. Our initial choice of career path and employer is often based on inadequate knowledge and false perceptions. But with age and experience, we develop new interests and aptitudes and our priorities alter. The structure of the employment market and, indeed of employment itself, is subject to change as both new technologies and new work systems are introduced (10) _____ We must face the uncertainties of a portfolio career. It is clear from the recent past that we cannot foresee the changes which will affect our working lives. The pace of change is accelerating , as a result of which traditional career plans will be of very limited use. (11)_____ They will need updating to reflect changes in our own interests as well as in the external work environment. Flexible workers already account for about half the workforce. (12)______ We are likely to face periods as contract workers, self-employed freelances, consultants, temps or part-timers. Many employers encourage staff to write a personal development development (PDP) (13)_____ Although some people use it only to review the skills needed for their job, a PDP could be the nucleus of wider career plan –setting out alternative long-term learning needs and a plan of self-development. A report issued by the Institute of Employment Studies advises people to enhance their employability by moving from traditional technical skills towards the attainment of a range of transferable skills. (14)_____ Instead, special schemes should be established to encourage people to examine their effectiveness and to consider a wider range of needs. 0 A B C D E F G H A This dual effect means that the relationship between employers and workers has evolved to such and extent that we can no longer expect a long-term relationship with one employer. B. It carries an implicit assumption that we ourselves, and the jobs we enter, will change little during our working lives. C. This growth suggests that a career plan should not be expressed only in terms of full-time employment but should make provision for the possibility of becoming one of the. D this is a summary of one’s personal learning needs and an action plan to meet them. E Consequently, they must now accommodate a number of objectives and enable us to prepare for each on a contingency basis. F However, it warns that employers often identify training needs through formal appraisals, which take too narrow a view of development. G . Such a freelance of consultant would be constantly in demand. H We were expected to work towards that one clear goal and to consider a career change as a bad thing.
试题分类: 初级(阅读)
练习次数:19次
Once it was possible to define male and female roles easily by the division of labor. Men worked outside the home and earned the income to support their families, while women cooked the meals and took care of the home and the children. These roles were firmly fixed for most people, and there was not much opportunity for women to exchange their roles. But by the middle of this century, men’s and women’s roles were becoming less firmly fixed. In the 1950s, economic and social success was the goal of the typical American. But in the 1960s a new force developed called the counterculture. The people involved in this movement did not value the middle-class American goals. The counterculture presented men and women with new role choices. Taking more interest in childcare, men began to share child-raising tasks with their wives. In fact, some young men and women moved to communal homes or farms where the economic and childcare responsibilities were shared equally by both sexes. In addition, many Americans did not value the traditional male role of soldier. Some young men refused to be drafted as soldiers to fight in the war in Vietnam. In terms of numbers, the counterculture was not a very large group of people. But its influence spread to many parts of American society. Working men of all classes began to change their economic and social patterns. Industrial workers and business executives alike cut down on “overtime” work so that they could spend more leisure time with their families. Some doctors, lawyers, and teachers turned away from high paying situations to practice their professions in poorer neighborhoods. In the 1970s, the feminist movement, or women’s liberation, produced additional economic and social changes. Women of all ages and at all levels of society were entering the work force in greater numbers. Most of them still took traditional women’s jobs as public school teaching, nursing, and secretarial work. But some women began to enter traditionally male occupations: police work, banking, dentistry, and construction work. Women were asking for equal work, and equal opportunities for promotion. Today the experts generally agree that important changes are taking place in the roles of men and women. Naturally, there are difficulties in adjusting to these transformations. 1.Which of the following best express the main idea of Paragraph 1? A.Women usually worked outside the home for wages. B.Men and women’s roles were easily exchanged in the past. C.Men’s roles at home were more firmly fixed than women’s. D.Men and women’s roles were usually quite separated in the past. 2.Which sentence best expresses the main idea of Paragraph 2? A.The first sentence. B.The second and the third sentences. C.The fourth sentence. D.The last sentence. 3.In the passage the author proposes that the counterculture___. A.destroyed the United States. B.transformed some American values. C.was not important in the United States. D.brought people more leisure time with their families. 4.It could be inferred from the passage that___. A.men and women will never share the same goals. B.some men will be willing to exchange their traditional male roles. C.most men will be happy to share some of the household responsibilities with their wives. D.more American households are headed by women than ever before. 5.The best title for the passage may be ___. A.Results of Feminist Movements B.New influence in American Life C.Counterculture and Its consequence D.Traditional Division of Male and Female Roles.
试题分类: 大学英语六级
练习次数:15次
In the past, operations were difficult. Until the middle of the eighteen fifties, surgery was very dangerous. Many patients died after even the smallest operations. This was because bacteria entered the cuts in the patients bodied’and started infection. In some countries, up to 90 percent of patients died from inf ection after operations. In 1865, however, Joseph Lister, a British surgeon, found an answer to the problem. He used an “antiseptic during” and after operations. This killed the dangerous bacteria and most of his patients lived. Since then, surgeons have used antiseptics in all operations.Surgery has developed in many important ways since the day of Joseph Lister. Today, when patients go to hospital for an operation, they can expect thebest treatment, in clean and hygienic conditions. 33. Operations were difficult and dangerous until_______. A.1850 B. the middle of 1850 C. the middle of the fifties of the eighteenth century D. the middle of the fifties of the nineteenth century 34. In the passage, surgery means__________. A. The performing of an operation B. cure C. treatment D. medicine 35. In the past, up to 90 percent of patients died after operations mainly b ecause__________. A. bacteria entered the cuts in the patients bodies’and infection took place B. the conditions in hospitals were bad C. the skill of surgeons was not so good D. there were no good medicine at that time 36. Which topic of the following best suits the passage? A. Operations were difficult in the past B. The devotion of Joseph Lister to medical science C. Surgery has become safer D. Developments in surgery 37. Joseph Lister was________. A. a Frenchman B. a German C. an Englishman D. an Americ
试题分类: 大学英语三级
练习次数:3次
试题分类: 初级(口语)
练习次数:0次
试题分类: 初级(口语)
练习次数:2次
试题分类: 大学英语六级
练习次数:0次
Recent research has claimed that an excess of positive ions in the air can have an ill effect on people’s physical or psychological health. What are positive ions? Well, the air is full of ions, electrically charged particles, and generally there is a rough balance between the positive and the negative charged. But sometimes this balance becomes disturbed and a larger proportion of positive ions are found. This happens naturally before thunderstorm, earthquakes when winds such as the Mistral, Hamsin or Sharav are blowing in certain countries. Or it can be caused by a build-up of static electricity indoors from carpets or clothing made of man-made fibres, or from TV sets, duplicators or computer display screens. When a large number of positive ions are present in the air many people experience unpleasant effects such as headaches, fatigue, irritability, and some sensitive people suffer nausea or even mental disturbance. Animals are also affected, particularly before earthquakes, snakes have been observed to come out of hibernation, rats to flee from their burrows, dogs howl and cats jump about unaccountably. This has led the US Geographical Survey to fund a network of volunteers to watch animals in an effort to foresee such disasters before they hit vulnerable areas such as California. Conversely, when large numbers of negative ions are present, then people have a feeling of well-being. Natural conditions that produce these large amounts are near the sea, close to waterfalls or fountains, or in any place where water is sprayed, or forms a spray. This probably accounts for the beneficial effect of a holiday by the sea, or in the mountains with tumbling streams or waterfalls. To increase the supply of negative ions indoors, some scientists recommend the use of ionisers: small portable machines, which generate negative ions. They claim that ionisers not only clean and refresh the air but also improve the health of people sensitive to excess positive ions. Of course, there are the detractors, other scientists, who dismiss such claims and are skeptical about negative/positive ion research. Therefore people can only make up their own minds by observing the effects on themselves, or on others, of a negative rich or poor environment. After all it is debatable whether depending on seismic readings to anticipate earthquakes is more effective than watching the cat. 1.What effect does exceeding positive ionization have on some people? A.They think they are insane. B.They feel rather bad-tempered and short-fussed. C.They become violently sick. D.They are too tired to do anything. 2.In accordance with the passage, static electricity can be caused by___. A.using home-made electrical goods. B.wearing clothes made of natural materials. C.walking on artificial floor coverings. D.copying TV programs on a computer. 3.A high negative ion count is likely to be found___. A.near a pound with a water pump. B.close to a slow-flowing river. C.high in some barren mountains. D.by a rotating water sprinkler. 4.What kind of machine can generate negative ions indoors? A.Ionisers. B.Air-conditioners. C.Exhaust-fans D.Vacuum pumps. 5.Some scientists believe that___. A.watching animals to anticipate earthquakes is more effective than depending on seismography. B.the unusual behavior of animals cannot be trusted. C.neither watching nor using seismographs is reliable. D.earthquake
试题分类: 大学英语六级
练习次数:2次
扫一扫,手机做题