Mr. Teodoro T. Abadiano, Jr.
SEC Notice • Securities and Exchange Commission • Notices • Dec 26, 1991
Full text
December 26, 1991 Mr. Teodoro T. Abadiano, Jr. Phil-Am Life Homes 2 Legaspi Road, West Triangle Quezon City S i r : This refers to your letter of October 31, 1991 received by this Office on November 29, 1991 requesting approval of the proposal of Translator Association of the Philippines, Inc. to hold its next Biennial Conference in Baguio City. The general rule provided for under Section 51 of the Corporation Code regarding the place of holding a regular or special meeting of members requires that such meetings should be held in the city or municipality where the principal office of the corporation is located. However, under Section 93 of the Corporation Code, the by-laws of a non-stock corporation may provide for the holding of members' meeting in a place even outside the place where the principal office of the Corporation is located, provided, that proper notice is sent to all members indicating the date, time and place of the meeting and provided, further, that the place of the meeting shall be within the Philippines. Thus, unless so provided in the by-laws, a non-stock corporation cannot hold its members meeting outside the place where its principal office is located. Considering therefore that the by-laws of subject corporation expressly provides for the holding of members' meeting at any place in Quezon City, the corporation cannot legally hold its members' meeting in Baguio City. Should the corporation desire to follow Section 93 of the Corporation Code, its by-laws should be amended in accordance with Section 48 of the Corporation Code. Please be advised accordingly. LibLex Very truly yours, (SGD.) ROSARIO N. LOPEZ Chairman
Ask what this means for your situation
The assistant quotes the passage it relies on and links the source, so you can check every figure it gives you.