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Palawan Institute of Technology, Inc.

SEC Opinion • Securities and Exchange Commission • Opinions • Feb 10, 1982

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February 10, 1982 Palawan Institute of Technology, Inc. c/o Mr. Leon B. Orqueza Abaslan, Palawan Sir : This is in reply to your letter dated September 28, 1981, inquiring whether the Palawan Vocational School can be permitted to put-up branches in the municipalities within the province of Palawan. Under existing SEC rules and regulations (copy of which is herewith enclosed) a non-stock corporation cannot open a branch office in the suburbs or in the provinces without securing first a consent of the commission. Thus, it is advised that the corporation secure first the necessary permit before putting up a branch office. Be informed, further, that your amended articles filed on August 16, 1978, reflecting the change of corporate name from Palawan Institute of Technology, Inc. to Palawan Vocational School, Inc. remains unapproved due to your failure to comply with our letter dated April 25, 1977 (copy enclosed) requiring you to submit the necessary supporting documents. Unless you comply with the same, the corporate name "Palawan Institute of Technology, Inc." shall remain as the registered name of the corporation . Take note that amendments of articles of corporation shall now be executed in accordance with Section 16 of the Corporation Code of the Philippines. Section 16, thus, provides: "SECTION 16. Amendments of articles of incorporation . Unless otherwise prescribed by this Code or by special law, and for legitimate purposes, any provision or matter stated in the articles of incorporation may be amended by a majority vote of the board of directors or trustees and the vote of written assent of the stockholders representing at least two-thirds (2/3) of the outstanding capital stock without prejudice to the appraisal right of dissenting stockholders in accordance with the provision of this Code, or the vote of written assent of two-thirds (2/3) of the members if it be a non-stock corporation . cdll The original and amended articles together shall contain all provisions required by law to be set out in the articles of incorporation. Such articles, as amended, shall be indicated by underscoring the change or changes made and a copy thereof duly certified under oath by the corporate secretary and a majority of the directors or trustees stating the fact that said amendment or amendments have been duly approved by the required vote of the stockholders or members, shall be submitted to the Securities and Exchange Commission".... Please be advised accordingly. Very truly yours, (SGD.) MANUEL G. ABELLO Chairman

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