Mr. Nel Espiritu, Jr.

January 28, 1985 Mr. Nel Espiritu, Jr. Manila Family Planning Organization, Inc. Manila YWCA Bldg., 1144 General Luna, Ermita, Manila Sir : This has reference to your letter dated December 16, 1984 requesting the opinion of this Commission on the query posed therein. cdll You allege that on October 4, 1984, your association held its annual meeting where the members of the board of directors were elected. It appears that said election was attended with certain irregularities such that a fact-finding board was created to investigate the alleged anomalies, frauds and cheating in violation of the provisions of your by-laws. It further appears that on November 14, 1984, the fact-finding board recommended to the board of directors that the said election be annulled. Consequently, a board resolution was passed declaring the election held on October 4, 1984 as null and void. Your query is : Can the Board of Directors of Manila Family Planning Organization, Inc. validly annul the elections in question or is it the Securities and Exchange Commission that has the power to do so? Presidential Decree No. 902-A provides and we quote: "SECTION 5. In addition to the regulatory and adjudicative functions of the Securities and Exchange Commission over corporations, partnerships, and other forms of associations registered with it as expressly granted under existing laws and decrees, it shall have original and exclusive jurisdiction to hear and decide cases involving: xxx xxx xxx c. Controversies in the election or appointments of directors, trustees, officers or managers of such corporation, partnerships or associations." (Emphasis supplied) It is thus clear from the above provision that the power to decide controversies relative to the election of the members of the board of directors of an association is vested with this Office. Please be guided accordingly. Very truly yours, (SGD.) ROSARIO N. LOPEZ Associate Commissioner