Category Archives: Corporate & Investments

Jurisdiction and Nature of Proceedings in Financial Liquidation and Suspension of Payments

Financial liquidation and suspension of payment proceedings are in rem, which means that it is binding on everyone and not just the parties who participated in the case. Financial liquidation covers both individual and juridical persons, as provided under the Financial Liquidation and Suspension of Payments Rules of Procedure for Insolvent Debtors (2105), also known as the “FLSP Rules”. The FLSP Rules, issued by the Supreme Court pursuant to Section 6 of Republic Act No. 10142, also covers suspension of payments for insolvent individual debtors.

Continue reading

Authentication of Articles of Incorporation in Registration of Domestic Corporations

In registering with the Securities and Exchange Commission (SEC), a new domestic corporation must file its Articles of Incorporation, duly signed and “acknowledged or authenticated“,  containing substantially the required matters (see Contents of Articles of Incorporation). Acknowledgement and authentication are done differently, as provided in SEC Memorandum Circular No. 16 dated 29 April 2020 (Re: Guidelines on Authentication of Articles of Incorporation in Applications for Registration of New Domestic Corporations, published on 30 April 2020 in Manila Bulletin and Philippine Star).

Continue reading

Corporations: Penalties for Incomplete, Inaccurate, False or Misleading Statements or Reports

A corporation registered with the Securities and Exchange Commission (SEC) must comply with certain reportorial requirements, including the basic requirements of General Information Sheet (GIS) and the Annual Financial Statements (FS). [See General Information Sheet (GIS), Financial Statements (FS): Reportorial Requirements of Corporations]

Continue reading

Establishments Allowed to Operate during Enhanced Community Quarantine (ECQ), as of 29 April 2020

At the outset, it is important to emphasize that the Omnibus Guidelines still requires strict home quarantine in all households, and the movement of all residents shall be limited to accessing essential goods and services, and for work in permitted offices or establishments. Any person below 21 years old, those who are 60 years old and above, those with immunodeficiency, comorbidities, or other health risks, and pregnant women, including any person who resides with the aforementioned, shall be required to remain in their residences at all times except when indispensable under the circumstances for obtaining essential goods and services or for work in permitted industries and offices. [Below is the general list. For the per category list, see Detailed Categories I-IV; See also Updated List, per Revised Omnibus Guidelines]

Continue reading

IATF Omnibus Guidelines for Areas under General Community Quarantine (GCQ)

A General Community Quarantine (GCQ) refers to the implementation of temporary measures limiting movement and transportation, regulation of operating industries, and presence of uniformed personnel to enforce community quarantine protocols. This definition is provided under Revised Omnibus Guidelines on the Implementation of Community Quarantine in the Philippines dated 29 April 2020, as amended, issued by the Inter-Agency Task Force for the Management of Emerging Infectious Diseases (IATF).

Continue reading

Corporate Dissolution and Liquidation in the Philippines: Revised Corporation Code

A corporation formed or organized under the provisions of the Revised Corporation Code may be dissolved voluntarily or involuntarily. Corporate dissolution and liquidation, however, are proceedings under different bodies. The Securities and Exchange (SEC) has jurisdiction over corporate dissolution, but not corporate liquidation. The procedure, requirements and jurisdiction of corporate dissolution and liquidation are discussed below.

Continue reading

Detailed List of Sectors Allowed During ECQ/GCQ (Categories I to IV)

This list is from the Department of Trade and Industry (DTI), as contained in its Memorandum Circular No. 20-22 dated 5 May 2020, on “Business Establishments or Activities Allowed to Operate in Areas included under Enhanced Community Quarantine (ECQ) and General Community Quarantine (GCQ) pursuant to the Revised Omnibus Guidelines on Community Quarantine as Confirmed and Adopted by the President under Executive Order No. 112, s. 2020”. [Update: Revised per Memorandum Circular No. 20-33.] The guidelines apply nationwide. No presumption shall arise as to the exclusivity or inclusivity of the enumeration, which may be updated as the need arises. [See also Updated Community Quarantine Classifications]

Continue reading

What You Need to Know about the Balik Probinsya, Bagong Pag-asa (BP2) Program

The President institutionalized the Balik Probinsya, Bagong Pag-asa (BP2) Program as a continuing national program and a pillar of balanced regional development. The guidelines for the BP2 Program, including the creation of the Balik, Probinsya, Bagong Pag-asa Council, are contained in Executive Order No. 114 issued on 6 May 2020. Here are the salient points of EO 114.

Continue reading