First enunciated by the Supreme Court in the 1923 case of Philippine Trust Co. vs. Rivera, provides that subscriptions to the capital stock of a corporation constitute a fund to which the creditors have a right to look for the satisfaction of their claims.
Continue readingAll corporations shall file with the Securities and Exchange Commission articles of incorporation in any of the official languages, duly signed and acknowledged or authenticated, in such form and manner as may be allowed by the Securities and Exchange Commission, containing substantially the following matters, except as otherwise prescribed by the Revised Corporation Code or by special law:
Continue readingThe classification of shares, their corresponding rights, privileges, or restrictions, and their stated par value, if any, must be indicated in the articles of incorporation. Each share shall be equal in all respects to every other share, except as otherwise provided in the articles of incorporation and in the certificate of stock. These are the relevant provisions in the Revised Corporation Code (Republic Act No. 11232).
Continue readingAn arbitration agreement may be provided in the articles of incorporation or bylaws of an unlisted corporation. When such an agreement is in place, disputes between the corporation, its stockholders or members, which arise from the implementation of the articles of incorporation or bylaws, or from intra-corporate relations, shall be referred to arbitration.
Continue readingCertain shares may be deprived voting rights under the articles of incorporation, a fact which must be reflected in the certificate of stock. In any case, there shall always be a class or series of shares with complete voting rights.
Continue reading[Republic Act No. 10644, also known as the “Go Negosyo Act”, was signed by the President on 15 July 2014. It mandates the creation of the “Negosyo Center” in all barangays, cities and municipalities, amending the Magna Carta for Micro, Small and Medium Enterprises (R.A. 6977) and the Barangay Micro Business Enterprises (BMBEs) Act of 2020 (R.A. 9178). The complete text of R.A. 10644 is reproduced below.]
Continue readingUnder the Securities Regulation Code (Republic Act No. 8799), SECURITIES are shares, participation or interests in a corporation or in a commercial enterprise or profit-making venture and evidenced by a certificate, contract, instruments, whether written or electronic in character. It includes:
Continue reading[Full text of Securities Regulation Code (Republic Act No. 8799; Chapter I; Chapter II; Chapter III; Chapter IV; Chapter V; Chapter VI; Chapter VII; Chapter VIII; Chapter IX; Chapter X; Chapter XI; Chapter XII; Chapter XIII]
Continue reading[Full text of Securities Regulation Code (Republic Act No. 8799; Chapter I; Chapter II; Chapter III; Chapter IV; Chapter V; Chapter VI; Chapter VII; Chapter VIII; Chapter IX; Chapter X; Chapter XI; Chapter XII; Chapter XIII]
Continue reading[Full text of Securities Regulation Code (Republic Act No. 8799; Chapter I; Chapter II; Chapter III; Chapter IV; Chapter V; Chapter VI; Chapter VII; Chapter VIII; Chapter IX; Chapter X; Chapter XI; Chapter XII; Chapter XIII]
Continue reading