Mr. Jaime R. Juan
SEC Opinion • Securities and Exchange Commission • Opinions • Feb 23, 1993
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February 23, 1993 Mr. Jaime R. Juan National Food Authority Nueva Ecija Branch Office Cabanatuan City S i r : This refers to your letter of January 25, 1993 requesting clarification as to whether the Certificate of Registration issued by the SEC to corporation are considered permanent and need not to be renewed anymore. LexLib One of the privileges granted to corporations registered pursuant to the provisions of the Corporation Code is the right succession. By corporate right of succession, a corporation has continuity of existence independent of that of its members or stockholder. Its existence continues despite the death, withdrawal insolvency, or incapacity of its individual stockholders or members and irrespective of the transfer of shares by a stockholder to third persons. The continued existence of a corporation, however, is limited to the period stated in the articles of incorporation. The Corporation Code provides, thus: "SECTION 11. Corporate term . A corporation shall exist for a period not exceeding fifty (50) years from the date of incorporation unless sooner dissolved or unless said period is extended. The corporate term, as originally stated in the articles of incorporation, may be extended for periods not exceeding fifty (50) years in any single instances by an amendments of the articles of incorporation, in accordance with this Code: Provided, that no extension can be made earlier than five (5) years prior to the original or subsequent expiry date(s) unless there are justifiable reason for an earlier extension as may be determined by the Securities Exchange Commission." Please be advised accordingly. cdll Very truly yours, (SGD.) ROSARIO N. LOPEZ Chairman
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