A quorum shall consist of the stockholders representing a majority of the

A quorum shall consist of the stockholders

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A quorum shall consist of the stockholders representing a majority of the outstanding capital stock or a majority of the members in the case of non-stock corporations. STOCKHOLDERS MEETING PLACE AND TIME OF MEETINGS & QUORUM (SEC. 51 & 52, BP BLG. 68)
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A proxy is a person who is designated by another to represent that individual at a meeting or before a public body. It also refers to the written authorization allowing one person to act on behalf of another. It may also refer to the authority to vote. Stockholders and members may vote in person or by proxy in all meetings of stockholders or members. Proxies shall in writing, signed by the stockholder or member and filed before the scheduled meeting with the corporate secretary . Unless otherwise provided in the proxy, it shall be valid only for the meeting for which it is intended. PROXY SEC. 58, BP BLG. 68
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A voting trust is an arrangement whereby the shares in a company of one or more shareholders and the voting rights attached thereto are legally transferred to a trustee, usually for a specified period of time. A voting trust agreement is a contractual agreement in which shareholders with voting rights transfer their shares to a trustee , in return for a voting trust certificate. This gives the voting trustee temporary control of the corporation. A voting trust agreement must be in writing and notarized, and shall specify the terms and conditions thereof. A certified copy of such agreement shall be filed with the corporation and with the SEC. No voting trust agreement shall be entered into for the purpose of circumventing the law against monopolies and illegal combinations in restraint of trade or used for purposes of fraud. VOTING TRUST SEC. 59, BP BLG. 68
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Regular meetings of the board of directors or trustees of every corporation shall be held monthly, unless the by-laws provide otherwise. Special meetings of the board of directors or trustees may be held at any time upon the call of the president or as provided in the by-laws. Meetings of directors or trustees of corporations may be held anywhere in or outside of the Philippines, unless the by-laws provide otherwise. Notice of regular or special meetings stating the date, time and place of the meeting must be sent to every director or trustee at least one (1) day prior to the scheduled meeting, unless otherwise provided by the by-laws. DIRECTORS/TRUSTEES MEETINGS SEC. 53, BP BLG. 68
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  • Fall '19
  • Gilbert R. Huafana

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