Mrs. Benjamina T. Pajarillo
SEC Opinion • Securities and Exchange Commission • Opinions • Jan 10, 1984
Full text
January 10, 1984 Mrs. Benjamina T. Pajarillo Paracale, Camarines Norte Madam: This has reference to your letter dated December 28, 1983, requesting the opinion of this Commission on the following queries: 1. What happened to a corporation (Paracale Daguit Gold Mines, Inc.), registered before the war, but the papers were not reconstituted up to the present time? Has it lost her personality to exist despite the fifty-year life of the corporation upon its registration in 1937? 2. In 1941 the said corporation has acquired gold mining claims. The president manager died during the war. The shareholder of the capital stock of shares in escrow complied with the mining law to keep them valid and active. Who is the rightful owner of the said lode mining claims? Anent your first query, please be informed that all corporations and partnerships before the war and whose records were not reconstituted up to the present time no longer exist pursuant to Sec. 2 of Republic Act No. 62, "An Act to Require the Presentation of Proof of ownership of Securities and the Reconstruction of Corporate and Partnership Records, and For other Purposes," approved on October 17, 1946, quoted hereunder: "SECTION 2. Reconstruction of records of Domestic corporations and registered partnerships or other forms of associations . All registered domestic corporations, and registered partnership or other forms of associations which lost their articles of incorporation and by-laws or articles of co-partnerships, either totally or partially, shall reconstruct the same or take steps towards such reconstruction within two years from the date of approval of this Act by following the procedure which the Securities and Exchange Commission may adopt by rules and regulations approved by the Secretary of Justice. Such corporations, association or partnerships as shall fail to reconstruct their records within the said period, or having taken steps to reconstruct such records within that period, shall fail to exert reasonable efforts to complete the reconstruction required, pursuant to the aforesaid rules and regulations, shall lose all rights, powers, and privileges afforded by their past registration ." (Emphasis supplied) In view of the foregoing, and considering that the Paracale Daguit Gold Mines, Inc. has failed to reconstruct its records, said corporation has lost the rights and privileges of its part registration. Furthermore, an examination of the records of this Commission shows that we do not have any record of the existence of the aforesaid corporation. Regarding your second query, we suggest that you address this query to the Bureau of Mines. cdlex Please be advised accordingly. Very truly yours, (SGD.) CORAZON I. MORANDO Director Corporate and Legal Department
Ask what this means for your situation
The assistant quotes the passage it relies on and links the source, so you can check every figure it gives you.