RE : Ultra System Management and Resources Development Corporation

December 9, 2002 SEC OPINION Wilben M. Mayor Police Superintendent Chief, Investigation & Inspection Branch Firearms and Explosives Division Philippine National Police Camp Crame, Quezon City RE : Ultra System Management and Resources Development Corporation S i r : This refers to your letter dated 29 November 2002 requesting opinion on who has legal personality to represent subject-corporation in its dealings and transactions with your office. A careful reading of your letter and attachments show that your inquiry has a bearing with controversial legal issues involving the validity of a document and corporate records. Thus, necessitating the determination or verification of factual intra-corporate matters which can only be properly ventilated in the Courts of General Jurisdiction or the appropriate Regional Trial Court (Securities Regulation Code (SRC), Chapter II Section 5, par. 5.2). It should be stressed that with the passage of the SRC, the Securities and Exchange Commission has been deprived of its quasi-judicial functions over intra-corporate controversies. In view thereof, please be informed that the Commission has adopted the policy to refrain from acting on letters the subject of which is litigious in nature in order not to encroach on the regular court's jurisdiction over intra-corporate disputes or influence the latter in whatever decision it may render in suits that may be brought before it. Very truly yours, (SGD.) BENITO A. CATARAN Director Company Registration and Monitoring Department