Attys. Santiago T. Gabionza, Jr.

January 24, 1996 Attys. Santiago T. Gabionza, Jr. and Maria Lourdes C. Legaspi Villanueva Bernardo & Gabionza 7/f Vicente Madrigal Building 6793 Ayala Avenue, Makati City Gentlemen : This refers to your letter dated January 18, 1996 requesting opinion as to whether or not the Board of Directors of your client, a non-stock, non-profit corporation can legally increase its annual membership dues from P75.00 to P200.00 for associate member from P200.00 to 300.00 for regular members. LibLex As stated, the By-laws and Articles of Incorporation of your client corporation, expressly allows the Board of Directors to prescribe the amount of membership dues assessable the members of the corporation. Please be advised that the manner of assessing membership dues should be done in accordance with provisions of the corporate By-laws. However, even if the Board of Directors under the By-laws has the power to prescribe the amount of membership dues , the new assessment should be reasonable, affordable and should not be exorbitant taking into consideration the objectives of the corporation and the capability of the members. The necessity and reasonableness thereof may be questioned by the members and when action against unreasonable proposal is prevented by the control of the Directors, relief may be at the instance of the members themselves through a formal complaint filed with the SEC. cdlex Very truly yours, (SGD.) PERFECTO R. YASAY Acting Chairman