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Mr. Arcadio M. Santos

SEC Opinion • Securities and Exchange Commission • Opinions • Jun 4, 1981

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June 4, 1981 Mr. Arcadio M. Santos Treasurer JTA Tours Philippines, Inc. Hotel Mirador 1000 San Marcelino Ermita, Manila Sir : This refers to your letter of April 24, 1981 informing us of the need to increase your authorized and subscribed capital to P1,200,000.00 as required by the Ministry of Tourism. You would like to know if you have to increase also your present paid-up capital of P500,000.00 by virtue of the proposed increase. Relative thereto, please be advised that under Section 38 of the New Corporation Code, referring to increase of capital stock of a corporation, ". . . at least 25% of the increased capital must be subscribed and that at least 25% of the amount subscribed must be paid either in actual cash to the corporation or that there has been transferred to the corporation property the valuation of which is equal to 25% of the subscription . . . ". This fact must be stated in the Treasurer's sworn statement accompanying the Certificate of Increase to be filed with the Commission. Our answer thus to your query is in the affirmative. You have to increase your paid-up capital by at least P43,750.00. This amount would represent the minimum 25% paid-up in the increase of capital as required by law; unless of course you would opt to fully pay the P700,000.00 additional authorized capital which, according to you, the Ministry of Tourism also requires to be fully subscribed. Please be guided accordingly. Very truly yours, For the Chairman: (SGD.) ROSARIO N. LOPEZ Director Corporate and Legal Department

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