Mr. Felix A. Brawner, Jr.
SEC Opinion • Securities and Exchange Commission • Opinions • Sep 22, 2000
Full text
September 22, 2000 MR. FELIX A. BRAWNER, JR. Association of General and Flag Officers, Inc. AGFO, Center, Camp General Emilio Aguinaldo Quezon City S i r : This refers to your letter dated September 21, 2000 inquiring whether the new Constitution and By-laws of your Association duly approved by the members in a special meeting could be immediately implemented even without SEC approval. ISCaDH The pertinent provisions of the Corporation Code provides: SECTION 46. Adoption of by-laws . . . . xxx xxx xxx In all cases, by-laws shall be effective only upon the issuance by the Securities and Exchange Commission of a certification that the by-laws are not inconsistent with this Code. ESTCHa . . .," (emphasis supplied) SECTION 48. Amendments to by-laws . . . . xxx xxx xxx The amended or new by-laws shall be effective upon the issuance by the Securities and Exchange Commission of a certification that the same are not inconsistent with this Code." (Emphasis supplied) On the basis of the foregoing statutory requirement, your query is answered in the negative. Very truly yours, (SGD.) SONIA M. BALLO Director Corporate and Legal Department
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