Castillo, Laman, Tan & Pantaleon Law Offices

September 8, 1983 Castillo, Laman, Tan & Pantaleon Law Offices c/o Attys. Paulino C. Pantaleon and Sylvette Tankiang-Ferrer Singapore Airlines Building 138 H.V. de la Costa St. Salcedo Village, Makati Metro Manila Gentlemen: This has reference to your letter dated August 8, 1983 seeking for SEC approval of the proposed amendments to the second article of the Articles of Incorporation of Bates Alcantara (Philippines),Inc.,in the language presented therein, to comply with the advice of the Commission to amend its purpose from advertising business to advertising agency after discovering that subject corporation has foreign equity. The amendment is required considering that advertising is included within the meaning of mass media as defined by Media Advisory Council, which under Section 7 (1) of the Constitution * is considered a nationalized business. Said provision of the Philippine Constitution as interpreted by Justice Vicente Abad Santos, limits the ownership and management of mass media to Filipinos or corporations or associations wholly owned and managed by Filipinos ( SEC opinion dated September 5, 1974 citing the Ruling of Justice Vicente Abad Santos on the effect of the Constitution on the organization, management, and operations of mass media in the Philippines). The proposed amendment reads as follows: "Main Purpose To conduct a general advertising agency including the preparation and arrangement of advertisements and the manufacture and construction of advertising devices and novelties. Secondary Purposes 1. ... 2. ... 3. To carry on the business of printers and decorators in connection with its business as a general advertising agency; 4. To carry on the business of general advertising agency by creating, conceptualizing, preparing and producing commercial messages for dissemination by means of cards, signs, posters, dodgers, hand bills, programs, banners, flags and others to be placed in and on railroads, cars, streetcars, cabs and all kinds of conveyances used by passengers or for any other purposes and by means of television, radio or any other kind of media. 5. To originate and produce radio, television and print commercial messages and likewise arrange and place them for broadcasting or publication with radio, television, print and any other kind of media. 6. To make and carry out contracts of every kind that may be necessary or conducive to the accomplishment of any of the purposes of the company, and to do all things incidental and pertaining to its business." It appearing that the corporation will act only as advertising agency , which business, under Opinion No. 22, s. 1975 of the Ministry of Justice, does not fall within the scope of the citizenship requirement imposed on mass media, the Commission will interpose no objection to the foregoing amendments. Please be advised accordingly. Very truly yours, (SGD.) GONZALO T. SANTOS, JR. Associate Commissioner