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Mr. Pablo P. Tayag

SEC Opinion • Securities and Exchange Commission • Opinions • Oct 26, 1983

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October 26, 1983 Mr. Pablo P. Tayag 723 Metrobank Bldg. Ayala Ave.,Makati Metro Manila Sir : This refers to your letter dated October 3 & 17, 1983, requesting for guidelines on how to effect the transfer of funds secured by Mabuhay Base (Hongkong) Limited in the aggregate value of US $250 million to the account in the Philippines for building an electronic plant adjacent to the proposed site of the First Lady's project called Pampanga Free Trade Zone in Mabalacat, Pampanga. Said amount will be allocated as permanent investments to the following corporations: LibLex 1. $50 million Asilo de Clerijos Filipinos, Inc. 2. $200 million Tycoon Electronics Corporation In connection therewith, please be informed that Asilo de Clerijos Filipinos, Inc. is a non-stock/non-profit corporation. As such, it has no capital stock and is not authorized to distribute dividends or allotments of surplus profits to members. As regards No. 2, it was observed after verification of the corporate records of Tycoon Electronics Corporation that its authorized capital stock had already been fully subscribed. Such being the case, and in order to legally effect the proposed investment to said corporation, its authorized capital stock must first be increased in accordance with Section 38 of the Corporation Code. Attached herewith for your information is the check-list of requirements for increasing capital. Furthermore, since the investment would exceed 30% of the outstanding capital stock of said company prior authority from the Board of Investments (BOI) must first be secured as required under Section 68 of P.D. No. 1789. (The Omnibus Investments Code). Incidentally, the amount equal to 1/10 of 1 per cent of the increase in capital stock in postal money order payable to the Commission shall be remitted to cover examination and filing fee therefor. For further particulars, you may communicate with the Board of Investments (BOI)k with business address at Buendia Avenue, Makati, Metro Manila, the government agency charged with the implementation of P.D. 1789 (The Omnibus Investments Code), the law regulating the entry of foreign investments in the Philippines. Please be guided accordingly. Very truly yours, (SGD.) MANUEL G. ABELLO Chairman

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