Radm. Pio H. Garrido, Jr. AFP (Ret.)
SEC Opinion • Securities and Exchange Commission • Opinions • Aug 6, 1996
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August 6, 1996 Radm. Pio H. Garrido, Jr. AFP (Ret.) Maritime Industry Authority PPL Building U.N. Ave., Metro Manila S i r : This refers to your letter dated July 25, 1996 inquiring on the effect of the change of name of WILLIAM LINES, INC. to WILLIAM, GOTHONG & ABOITIZ, INC. (WG & A) insofar as the separate legal existence of Carlos A . Gothong Lines, Inc . (GLI) and Aboitiz Shipping Lines, Inc . (ASL) which were incorporated separately. prcd Please be advised that a mere change in the name of a corporation either by the legislature or by the corporation or stockholders under a legislative authority, does not , generally speaking, affect the identity of the corporation nor in any way affect the 'rights, privileges, or obligations previously acquired or incurred by it. The corporation, upon such change in its name, is in no sense a new corporation, nor the successor of the original one, but remains and continues to be the original corporation . ( SEC Opinion addressed to Mr. Antonio O. Garin, dtd. 12-27-89 citing 6 Fletcher, Ch 22, Sec. 2456, 1979 Revised Volume, p. 216) Further, it was held that a mere change of name by a corporation has no effect upon the identity of the corporation more than a change of name by a natural person has upon the identity of such person. It is the same corporation with a different name, and its character is in no respect changed. (Phil. First Insurance Co. Inc. vs. Maria Carmen Hartigan, et al, L-26370, July 31, 1970) Accordingly, the change of the corporate name of WILLIAM LINES, INC. to WILLIAM, GOTHONG & ABOITIZ, INC. does not in any way affect the separate legal existence of Carlos A. Gothong Lines, Inc. and Aboitiz Shipping Lines, Inc. Regarding the alleged transaction whereby the operation of GLI and ASL is being handled by WG & A, the Commission cannot properly comment on it, unless the actual facts thereon are fully disclosed and made known to this Commission. Very truly yours, (SGD.) FE ELOISA C. GLORIA Associate Commissioner
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