Mr. Jose S. Tayag, Jr.
SEC Opinion • Securities and Exchange Commission • Opinions • Jun 28, 1989
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June 28, 1989 Mr. Jose S. Tayag, Jr. Joaquin Cunanan & Co. 8th Floor BA Lepanto Building 8747 Paseo de Roxas Makati, Metro Manila Sir : This refers to your letter, dated March 2, 1989, for and in behalf of First Pacific Metro Corporation and Metrolab Industries, Inc., the surviving corporations in the mergers of several companies, requesting for confirmation that the surviving corporations could file a consolidated financial statements for the year ending December 31, 1988. It appears therein that on December 23, 1988, the Commission approved the articles of merger of Metrolab Industries, Inc., Novel Industries Inc. and Vitamix Enterprise, (all subsidiaries of Berli Jucher Industries, Inc.) with Metrolab Industries, Inc. as the surviving corporation. Likewise, on December 27, 1988, the Articles of Merger of Berli Jucher Industries, Inc. and First Pacific Metro Corporation (FPMC) was approved by the Commission with FPMC as the surviving corporation. You opined that the surviving corporations can prepare consolidated financial statements for the year ending December 31, 1988 since all assets and liabilities as well as all profits or losses earned/accrued by the merged companies from and after January 1, 1988 are treated as those of the surviving companies. Likewise, you stated that the merged and surviving companies are related to each other with FPMC being the parent company. Hence, you believe that the filing of a consolidated financial statements by the surviving companies is in consonance with Articles 51(c) 4 of the "SEC Rules and Regulations Covering Form and Content of Financial Statements" dated July 28, 1988. In connection therewith, please be advised that the Commission En Banc, in its meeting of June 22, 1989, resolved to allow the above-mentioned surviving corporations to file a consolidated financial statements for the year ending December 31, 1988. Very truly yours, (SGD.) ROSARIO N. LOPEZ Chairman
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