Mr. Abel Simeon Velasquez

June 30, 1989 Mr. Abel Simeon Velasquez 705 Madrigal Bldg.,Ayala Avenue Makati, Metro Manila Sir : This refers to your letter, dated March 8, 1989, requesting information on whether your client, Urban International Marketing Corporation, can act as sub-agent in handling shipment for and in behalf of an international shipping agent. It is well-settled that a corporation has only such powers as are expressly granted in its charter or in the statutes under which it is created or such powers as are necessary for the purpose of carrying out its express powers. (13 Am. Jur. 739).Thus, there should be a specification of the corporation's purposes with sufficient clarity and elucidation to define with more certainty the scope of its business. An examination of the articles of incorporation of subject corporation shows, that the aforementioned business activity does not fall within the scope of the primary and secondary purposes enumerated therein. The company is only allowed to act as agent upon consignment (consignee).Nowhere in its corporate purpose clause can we find any provision authorizing said corporation to act as cargo handler or shipping agent. In view thereof, it is advised that should the company desire to engage in said line of business, it should amend its articles of incorporation in accordance with Section 16 of the Corporation Code to include the desired business activity among its secondary purposes. Please be guided accordingly. Very truly yours, (SGD.) RODOLFO L. SAMARISTA Associate Commissioner