Mr. Antonio F. Corrado

May 30, 2000 Mr. Antonio F. Corrado Assistant Secretary for Legislation Presidential Legislative Liaison Office Office of the President Malacaang, Manila S i r : This refers to your letter dated May 10, 2000 requesting comments and recommendation on House Bill No. 9944, entitled " An Act Creating the Lake Buluan Development Authority And Providing Funds Therefore ". Please be advised that the primary jurisdiction of the SEC which is that of supervision and control of corporations, emanates from its authority to enforce and implement the Corporation Code. The Commission has no jurisdiction over corporations created by "special law" which is not registered with it. If a corporation is operating under a special law or charter, it need not register with the Commission in order to acquire a legal personality since the grantee of such special law or charter draws its life not from compliance with general law (Corporation Code) but from the law creating it. The Corporation Code quoted hereunder, expressly provides that a corporation created by special law or charter shall be governed primarily by the provisions thereof and only supplemented by the Corporation Code. cdlex "SECTION 4. Corporations created by special laws or charters . Corporations created by special laws or charters shall be governed primarily by the provisions of the special law or charter creating them or applicable to them supplemented by the provisions of this Code, insofar as they are applicable." Under P.D. No. 1415, the Office of the Government Corporate Counsel shall be the principal law office of all government owned or controlled corporations created by special laws. It appearing that the proposed corporate entity is to be created by virtue of special law and inasmuch as said proposed law do not contain any provision requiring further registration with the Commission, we have no jurisdiction over its creation, except its subsidiaries which may be later created by it by virtue of its power under Section 16 of the Bill and pursuant to the provisions of the Corporation Code. The Commission, therefore, interposes no objection to the above-mentioned proposed law. Very truly yours, (SGD.) LILIA R. BAUTISTA Chairman