Mr. Manuel S. Crudo, Jr.
SEC Opinion • Securities and Exchange Commission • Opinions • Apr 29, 1999
Full text
April 29, 1999 Mr. Manuel S. Crudo, Jr. Corporate Secretary ComSavings Bank 7 Real Street Zapote Las Pias, Metro Manila S i r : This refers to your letter dated April 25, 1999 informing this Commission of the intention of ComSavings Bank to postpone its annual stockholders' meeting scheduled on the last Thursday of April for reasons stated therein. The Commission on several occasions, has ruled that as a general rule, where the date of the annual meeting of the corporation is fixed in the corporate By-laws, the same cannot be postponed. This rule, however, admits of exceptions as where the annual meeting cannot be held for some justifiable and valid reasons. The justifications stated in your letter appear to be meritorious to warrant the postponement of the annual meeting. It is, however, necessary that the postponement of the annual meeting be for a reasonable time and provided that proper notice shall be sent to all stock-holders of the corporation in the manner prescribed by the corporate By-laws. It should be pointed out that it is the duty of the Board of Directors to determine the date and time to hold it taking into consideration the circumstances stated in your letter. The present management body should exert its best efforts to call for the annual meeting at the soonest possible time without unnecessary delay. Likewise, your attention is invited to the following provision the amended SEC Rules Requiring the Filing of Information Sheet by Domestic Corporations: xxx xxx xxx 3. If for any justifiable reason, the annual meeting has to be postponed, the company should notify the Commission in writing of such postponement within ten (10) days from date of such postponement. xxx xxx xxx Please be advised accordingly. Very truly yours, (SGD.) PERFECTO R. YASAY, JR. 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.