In the Matter of Star Link First Lending Investors Corp.

February 27, 2009 SEC EN BANC CASE NO. 10-07-0226 IN THE MATTER OF STAR LINK FIRST LENDING INVESTORS CORPORATION SEC REGISTRATION NO. AS93008309 FOR : Setting Aside the Order of Revocation of the Certificate of Registration O R D E R Petitioner, STAR LINK FIRST LENDING INVESTORS CORPORATION, is a stock corporation registered with the Commission on 21 October 1993, under SEC Registration No. AS93008309, with principal office address at Mc Doughton Building, 768 EDSA, Quezon City. HEcIDa On 3 November 2003 its Certificate of Registration was revoked by the Commission, by virtue of SEC Order dated 30 September 2003, published on 4 October 2003 in the Philippine Daily Inquirer, for non-filing of reports. Petitioner now prays for the setting aside of the Order of Revocation dated 30 September 2003, on the following grounds: 1. that it is currently in operation as a microfinance company which benefits countless market vendors, tricycle and jeepney drivers, etc. in their credit needs; 1 2. that it provides jobs to at least twenty-two employees with regular working employment status; 3. that the continued operations of the company will contribute to the economic well-being of the community through the payment of local taxes and business permits; 4. that it has no intention to violate the law and any SEC rules and regulations; and 5. that it shall henceforth submit reportorial requirements religiously. In support of its Petition, Petitioner submitted the following documents: * 1. Directors' Certificate dated 6 August 2007 certifying that at the special meeting of the stockholders and the directors, held on 18 July 2007, in McDoughton Building, 768 EDSA, Quezon City, at which a quorum was present, the resolution allowing the filing of the Petition to Set Aside Order of Revocation was approved; 2. 2005 and 2006 Annual Income Tax Returns, received by the Bureau of Internal Revenue on April 17, 2006 and April 16, 2007 respectively; and cHaCAS 3. Photocopy of its 2006 and 2007 Business Permit, Quezon City. Petitioner submitted its 2007 General Information Sheet and 2006 Financial Statements to prove its intention to continue its registration with the Commission. It also commits to immediately pay the fines as due. On 9 October 2007, Petitioner paid the fine of Php21,500.00, under Official Receipt No. 0102883, for non/late filing of the following, on the years indicated hereunder: Not Filed Filed Late General Information Sheet 1996-2006 Financial Statements 1996-2004 2005 and 2006 Upon evaluation of the Petition and the submitted documents, it appears that Petitioner has been engaging in micro-finance business. This business is not among Petitioner's purposes as stated in its Articles of Incorporation. Section 45 of the Corporation Code of the Philippines (the Code), provides that a corporation can exercise only those powers as conferred by the Code and its articles of incorporation as well as those which are necessary or incidental to the exercise of the powers so conferred. Micro-finance business does not fall under any of the foregoing. WHEREFORE, finding the submitted documents sufficient to establish Petitioner's intent to continue as a juridical entity, the Order of the Commission dated 30 September 2003, revoking the Certificate of Registration of the STAR LINK FIRST LENDING INVESTORS CORPORATION, is hereby SET ASIDE. However, Petitioner is hereby directed to secure a Certificate of Authority to operate as a lending company as mandated by R.A. No. 9474 and its Implementing Rules and Regulations, 2 from the Corporation Finance Department of this Commission, file an application for the amendment of its Articles of Incorporation to include micro-financing as one of its purposes and accordingly submit a GIS reflecting said purpose, and submit its 2009 Mayor's Permit, within sixty (60) days from date of receipt hereof. Failure on the part of the Petitioner to comply with said directives shall cause the recall of this Order. SO ORDERED. Mandaluyong City, February 27, 2009. EAISDH (SGD.) FE B. BARIN Chairperson (SGD.) MA. JUANITA E. CUETO Commissioner (SGD.) JESUS ENRIQUE G. MARTINEZ Commissioner (SGD.) RAUL J. PALABRICA Commissioner (SGD.) THADDEUS E. VENTURANZA Commissioner Footnotes 1. Par. 3.1 of Petitioner's Supplemental Petition. * Photocopies are faithful reproductions of the originals of the documents. 2. Adopted by the Commission en banc on August 23, 2007.