Unpaid Subscription, Delinquent Stocks and Delinquency Sale: Revised Corporation Code

Leave a reply | Related posts at the end of article

No shares of stock against which the corporation holds any unpaid claim shall be transferable in the books of the corporation (RCC, S62). Still, holders of subscribed shares not fully paid which are not delinquent shall have all the rights of a stockholder (RCC, S71). The stockholder loses the rights as a stockholder, except the right to receive dividends, only when the stock becomes delinquent. 

Continue reading →

Notarial Wills: Form and Requirements of Last Will and Testament

1 Reply | Related posts at the end of article

A will is an act whereby a person is permitted, with the formalities prescribed by law, to control to a certain degree the disposition of this estate, to take effect after his death (Civil Code, Art. 783). The person who makes the Will is called the testator. The elements are discussed below. For easy reference, the provisions are cited (unless stated otherwise, the provisions are from the Civil Code).

Continue reading →

Securities Borrowing and Lending (SBL) and Short Selling in the Philippines: Implementing Guidelines

1 Reply | Related posts at the end of article

The SEC announced that in its en banc meeting on 17 December 2019, it approved the Implementing Guidelines on Securities Borrowing and Lending (SBL) and Short Selling issued by the PSE’s Capital Markets Integrity Corporation (CMIC). The Securities Regulation Code and the 2015 SRC Rules provide for the general regulations on short selling. The salient features of the Implementing Guidelines on SBL and short selling, which took effect on 25 February 2020, are as follows:

Continue reading →

Insider Trading in the Philippines: Prohibited under the Securities Regulation Code

Leave a reply | Related posts at the end of article

Insider trading is illegal in the Philippines. Section 27 of the Securities Regulation Code provides that: “It shall be unlawful for an insider to sell or buy a security of the issuer, while in possession of material information with respect to the issuer or the security that is not generally available to the public.” This, in essence, is the definition of insider trading. It has three elements: (1) the person must be an insider; (2) the insider sells or buys the security of the issuer; and (3) the insider is in possession of material nonpublic information with respect to the issuer or its security. These are discussed in seriatim below.

Continue reading →

Definitive Rules on ECQ/GCQ Areas, When Lifted

Leave a reply | Related posts at the end of article

The President identified areas under Enhanced Community Quarantine (ECQ) and General Community Quarantine (GCQ), and declared that no LGU shall declare its own community quarantine without observing the procedures set forth by the Inter-Agency Task Force for the Management of Emerging Infectious Diseases (IATF). The definitive guidelines are contained in Executive Order No. 112 issued on 30 April 2020. [Update: Revised list, as of 15 May 2020]

Continue reading →

Foreign Company Registration in the Philippines

1 Reply | Related posts at the end of article

Foreign investors who wish to do business in the Philippines has two options in terms of registration. Non-Filipinos can either: (a) secure a license to do business as a foreign corporation in the Philippines; OR (b) register a foreign-owned corporation in the Philippines. A variant of option (b) is to invest in an existing Philippine company. 

Continue reading →

Private Workplace COVID-19 Prevention and Control: DTI and DOLE Joint Interim Guidelines

3 Replies | Related posts at the end of article

The interim guidelines on workplace prevention and control of the Coronavirus Disease 2019 (COVID-19) for the private sector has been jointly issued by the Department of Trade and Industry (DTI) and Department of Labor and Employment (DOLE) on 30 April 2020. This is in accordance with the recommendation of the Inter-Agency Task Force on Emerging Infectious Diseases (IATF) for various government agencies to issue guidelines for the public and other stakeholders (see also 5-step guide for employers). The provisions of the interim guidelines are reproduced below.

Continue reading →