The filing thereof shall not of itself enlarge or alter the purpose or purposes

The filing thereof shall not of itself enlarge or

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The filing thereof shall not of itself enlarge or alter the purpose or purposes for which such corporation is authorized to transact business in the Philippines. AMENDMENT TO ITS AOI SEC. 130, BP BLG. 68
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One or more foreign corporations authorized to transact business in the Philippines may merge or consolidate with any domestic corporation or corporations if such is permitted under Philippine laws and by the law of its incorporation: Provided, That the requirements on merger or consolidation as provided in this Code are followed. The foreign corporation is required to file with the SEC & the appropriate gov’t agency, within 60 days after the effectivity of the merger or consolidation, a copy of the articles of merger or consolidation duly authenticated by the proper official or officials of the country or state under the laws of which merger or consolidation was effected MERGER & CONSOLIDATION SEC. 132, BP BLG. 68
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Failure to file its annual report or pay any fees as required Failure to appoint and maintain a resident agent Failure, after change of its resident agent or of his address, to submit to the SEC, a statement of such change Failure to submit to the SEC an authenticated copy of any amendment to its articles of incorporation or by- laws or of any articles of merger or consolidation A misrepresentation of any material matter in any application, report, affidavit or other document submitted by such corporation Failure to pay any and all taxes, imposts, assessments or penalties Transacting business in the Philippines outside of its purpose or purposes Transacting business in the Philippines as agent of or acting for and in behalf of any foreign corporation or entity not duly licensed to do business in the Philippines. GROUNDS FOR REVOCATION OF LICENSE SEC. 134 & 135, BP BLG. 68
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Subject to existing laws and regulations, a foreign corporation licensed to transact business in the Philippines may be allowed to withdraw from the Philippines by filing a petition for withdrawal of license . No certificate of withdrawal shall be issued by the Securities and Exchange Commission unless all the following requirements are met: 1. All claims which have accrued in the Philippines have been paid, compromised or settled; 2. All taxes, imposts, assessments, and penalties, if any, lawfully due to the Philippine Government or any of its agencies or political subdivisions have been paid; and 3. The petition for withdrawal of license has been published once a week for three (3) consecutive weeks in a newspaper of general circulation in the Philippines. WITHDRAWAL SEC. 136, BP BLG. 68
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  • Fall '19
  • Gilbert R. Huafana

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