Atlas Consolidated Mining and Development Corporation
SEC Opinion • Securities and Exchange Commission • Opinions • Sep 18, 1990
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September 18, 1990 Atlas Consolidated Mining and Development Corporation 5th Floor, Pacific Star Building Sen. Gil Puyat, Makati, Metro Manila Attention : Myrna T . Trinidad Asst . Corporate Secretary Gentlemen: This relates to your letter dated September 17, 1990, concerning your application for a contractor's license which was approved by the Philippine Contractors Accreditation Board (PCAB) subject to the condition that the Atlas Consolidated Mining and Development Corporation (ATLAS) submits and Amended Articles of Incorporation duly approved by this Office showing "construction/contracting" is one of its purposes. As stated in your letter, the SEC approved on July 6, 1990 the Amended Articles of Incorporation of Atlas, authorizing the company to engage in several new businesses to maximize utilization of existing physical resources and technical experts which the company has built up through the years. As mentioned, among the new businesses is "contracting" which for all intents and purposes was meant to encompass all kinds of contracting, i.e., construction, building of edifices, roads and bridges, fabrication etc., that the corporation is competent to undertake. In the light of the foregoing, you are requesting confirmation that the word "contracting" as one of the purposes of the corporation includes the power to enter into all kinds of contracting specifically construction and all other works and services incidental to the contracts entered into. Article II of the secondary purpose of the Amended Articles of Incorporation of Atlas states among others, to wit: "Within the area of expertise of the corporation and to the extent of the capability of its support facilities and related physical resources and as may be allowed by law, . . . to engage in consulting and contracting . . . " From the above-quoted purpose, the corporation can engage in construction, building of edifices, roads and bridges, fabrication and others including the supply of labor and materials at most on a large-scale without the same being rendered as ultra vires. Likewise ATLAS need not further amend its Articles of Incorporation to specifically include "Construction/contracting" in order that it be authorized to undertake activities pertaining to construction and all other works incidental to said business. Very truly yours, (SGD.) ROSARIO N. LOPEZ Chairman
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