Mr. Herman M. Montenegro
SEC Opinion • Securities and Exchange Commission • Opinions • Oct 16, 1981
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October 16, 1981 Mr. Herman M. Montenegro Samahan Sa Pilipinas Ng Mga Industriyang Kimika (Chemical Industries of the Philippines, Inc.) c/o Resins, Incorporated E. Rodriguez Ave.,Bo. Ugong Pasig, Metro Manila Dear Sir: In connection with your letter of September 21, 1981, requesting opinion on whether there is a legal provision limiting the tenure of directors and/or officers to not more than two (2) consecutive terms, please be informed that there is no such limitation under the Corporation Code. However, the members of the association may validly impose such limitation by providing the same in the by-laws. Your query stems from your association's desire to amend its by-laws. A perusal of the records of the association, however, shows that its by-laws, filed on September 23, 1977, has not been approved to date pending compliance with requirements as contained in our letter of October 19, 1977. Thus, no amended by-laws can be filed by your association until the original by-laws have been duly approved. The association may likewise submit an entirely new set of by-laws upon the withdrawal of the by-laws filed on September 23, 1977 and the payment of the required fee. llcd Very truly yours, (SGD.) ROSARIO N. LOPEZ Associate Commissioner
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