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Q: What are the consequences if the liquidationis not terminated within the 3year period?A:1.Pendingsuitsfororagainstthecorporation which were initiated priorto the expiration of the 3year periodshall continue.(Gelano v. CA, G.R. No.L39050, Feb. 24, 1981)2.New actions may still be filed againstthe trustee of the corporationevenafter the expiration of the 3year periodbutbeforetheaffairsofsaidcorporation have been finally liquidatedor settled by the trustee.(Republic v.Marsman, G.R. No. L18956 Apr. 27,1972)3.Acorporationwhichhasapendingaction which cannot be finished withinthe3yearperiodisauthorizedtoconveyallitsproperty,includingpending choses of action, of a trustee toenable it to prosecute and defend suitsby or against the corporation beyondthe 3year period. Where no trustee isappointed, its counsel who prosecutedand represented theinterest of thecorporationmaybeconsideredastrustee of said corporation, at least withrespecttothematterinlitigation(Gelano v. CA, G.R. No. L39050, Feb. 24,1981).Thedirectorsmayalsobepermitted to continue as trustees tocomplete the liquidation.(Clemente v.CA, G.R. No. 82407, Mar. 27, 1995)4.The creditors of the corporation whowere not paid may follow the propertyofthecorporationthatmayhavepassed to its stockholders unless barredby prescription or laches or dispositionof said property in favor of a purchaserin good faith.Q: What is the rationale behind the 3yearperiod?A:Thecontinuanceofacorporation slegalexistence for three years for the purpose ofenabling it to close up its business is necessary toenable the corporation to collect the demandsdue it as well as to allow its creditors to assert thedemands against it.Q: May the corporation, through its presidentcondone penalties and charges after it had beenplaced under receivership?A:No. The appointment of a receiver operates tosuspend the authority of a corporation and of itsdirectorsandofficersoveritspropertyandeffects,suchauthoritybeingreposedinthereceiver(Yam v. CA, G.R. No. 104726 Feb 11,1999).Q: When may the Commission appoint a receiverto undertake the winding up and liquidation of acorporation?A:Where the application for dissolution of acorporation is upon application, affecting rights ofcreditors, or involuntarily initiated by verifiedcomplaint,theCommissionmayappointareceiver to undertake the winding up rather thanentrusttheresponsibilitytodirectorsandcorporate officers.Q: What is the effect if the corporation appointsa trustee and convey all its property to him forthe benefit of stockholders, members, creditorsand other persons in interest?A:After such conveyance to the trustee, allinterestwhichthecorporationhadintheproperty terminates and the legal interests vestsin the trustee, subject to the beneficial interest ofstockholders,members,creditorsorotherpersons in interest.