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Pilipinas Development and Finance Corporation

SEC Opinion • Securities and Exchange Commission • Opinions • Jan 27, 1982

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January 27, 1982 Pilipinas Development and Finance Corporation c/o Mr. Gregorio V. Gonzalez RCS Building, 2228 Pasong Tamo Makati, Metro Manila Gentlemen: This is in reply to your letter dated January 11, 1982, requesting the Securities and Exchange Commission to grant permission to the Pilipinas Development and Finance Corporation to engage in "real estate and development business." LibLex Pursuant to the paragraph three (3) of the secondary purposes of its amended articles of incorporation, subject corporation may engage in the foregoing business, provided, however, that the procedures laid down in Section 42 of the Corporation Code of the Philippines are complied with. "SECTION 42. Power to invest corporate funds in another corporation or business or for any other purpose . Subject to the provisions of this Code, a private corporation may invest its funds . . . for any purpose other than the primary purpose for which it was organized when approved by a majority of the board of directors or trustees and ratified by the stockholders representing at least two-thirds (2/3) of the outstanding capital stock , . . . at a stockholders' or members' meeting duly called for the purpose. Written notice of the proposed investment and the time and place of the meeting shall be addressed to each stockholder or member at his place of residence as shown on the books of the corporation and deposited to the addresses in the post office with the postage prepaid, or served personally: Provided, that any dissenting stockholder shall have appraisal right as provided in this Code. . . ." Please be guided accordingly. Very truly yours, (SGD.) ROSARIO N. LOPEZ Associate Commissioner

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