Dr. Nestor Dumlao

February 15, 1989 Dr. Nestor Dumlao Philippine Occupational and Industrial Medical Association, Inc. C/o Medical Clinic Bayview Prince Hotel Roxas Boulevard Ermita Manila Sir : This refers to your letter, dated February 2, 1989, requesting for opinion of this Commission on whether a "non-diplomate fellow is qualified to become a director or officer of Philippine Occupational and Industrial Medical Associations Inc. The pertinent provision of the Corporation Code provides: "SECTION 47. Contents of the By-laws Subject to the provisions of the Constitution this Code, other special laws, and the articles of incorporation private corporation may provide in its by-laws for: xxx xxx xxx 5. The qualifications ,duties and compensation of directors or trustees, officers and employees ; xxx xxx xxx (emphasis supplied) A perusal of the by-laws of your association approved by this Commission on July 27, 1984 shows the following qualification of directors and officers: ARTICLE IV SECTION 4. Only fellows who have been members for at least five (5) years shall be eligible to serve as officers and directors." As to who are "fellows" of the association Article III, Section 2 of the by-laws provides in part: SECTION 2. Fellowship . A Fellow shall be a physician with the following qualifications". xxx xxx xxx (c) He must be a diplomate of POIMA ; xxx xxx xxx It appears, therefor, that to be eligible as directors or officers, he must be a "fellow diplomate" of the association. Hence, your query is answered in the negative. Please be advised accordingly. Very truly yours, (SGD.) ROSARIO N. LOPEZ Chairman