Category Archives: Corporate Law

Suspension of Payments of Individual Debtors: Options for Debtors in Distress

Individual debtors under financial distress may be covered by any of the following options: (a) Suspension of payments; (b) Voluntary liquidation; and (c) Involuntary liquidation. This discussion covers only suspension of payments under Republic Act No. 10142, also known as the “Financial Rehabilitation and Insolvency Act (FRIA) of 2010“, as fleshed out in the FLSP Rules. Moreover, the discussion below on Suspension of Payments applies only to individual debtors.

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Guidelines on Teleconferencing, Video Conferencing and Other Remote or Electronic Means of Communications in Corporate Meetings: Summary

Regular and special meetings of stockholders or directors can be done by means of electronic communications. In Memorandum Circular No. 6, series of 2020, the Securities and Exchange Commission (SEC) provided the guidelines on the attendance and participation of directors, trustees, stockholders, members and other persons of corporations in regular and special meetings through teleconferencing, video conferencing and other remote or electronic means of communication. These guidelines apply to all corporations registered with the SEC.

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The Liquidation Order: Common Provisions in Insolvency Proceedings for Individual and Juridical Debtors

Insolvency proceedings may refer to voluntary or involuntary proceedings for individual debtors (see Voluntary liquidation and Involuntary liquidation) or juridical entities (see Liquidation proceedings). The provisions on Liquidation Order are common in all these proceedings, as provided under Republic Act No. 10142, also known as the “Financial Rehabilitation and Insolvency Act (FRIA) of 2010“, and fleshed out in the FLSP Rules. For purposes of these common provisions, the term “debtor” includes individual debtors and other juridical debtors. 

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Teleconferencing, Video Conferencing and Other Remote or Electronic Means of Communications in Corporate Meetings (SEC Memorandum Circular No. 6)

[The guidelines on the attendance and participation of directors, trustees, stockholders, members and other persons of corporations in regular and special meetings through teleconferencing, video conferencing and other remote or electronic means of communication, are contained in Memorandum Circular No. 6, series of 2020, of the Securities and Exchange Commission (SEC). See the Summary. The full text of MC 6 is reproduced below.]

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Application for Registration of Branch Office-Foreign Corporations/Partnerships in the Philippines

A foreign corporation, whether stock or nonstock, and a foreign partnership who intend to register a Branch Office or Representative Office in the Philippines must comply with/file the specific requirements, enumerated and discussed below, with the Securities and Exchange Commission (SEC). The application requirements are discussed below.

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Determination of Claims in Court-Supervised Financial Rehabilitation in the Philippines

A claim refers to all claims or demands of whatever nature or character against the debtor or its property, whether for money or otherwise, liquidated or unliquidated, fixed or contingent, matured or unmatured, disputed or undisputed, including, but not limited to: (1) all claims of the government, whether national or local, including taxes, tariffs and customs duties; and (2) claims against directors and officers of the debtor arising from acts done in the discharge of their functions falling within the scope of their authority.

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