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REPUBLIC ACT NO.

11232: Revised Corporation Code


2 days Notice to regular/special meeting of BOARD 45 days Period to fill vacancy in board other than term expiration and removal

3 days Notifying SEC from creation of emergency board 30-60 d Decision by BOD to sell delinquent stocks or not

SEC conducts investigation upon denial of a corp. to a party from


5 days 60 days Specifying new date for election from date of scheduled election date
inspection/reproduction of corporate records from receipt of report

Notice for SH/M special meeting Effectivity of AOI amendment if not acted upon by SEC
Application in increasing/decreasing share capital OR
Report of a D/T/O of his death/resignation to SEC by secretary or his
7 days incurring/increasing bonded indebtedness from approval w/c maybe
respective heirs in case of death in writing
6 months extended for justifiable reasons
Closing of stock and transfer book before special SH/M meeting Irrevocability of shares subscription in a corporation still to be formed
Period when delinquency sale may be questioned, and complaint may
be filed
10 days Furnish SH/M its most recent FS from receipt of written request
Period to resume operations after it commenced business but
Submission of withdrawal of dissolution from SEC receipt of corp’s 2 years subsequently became inoperative, or COI be revoked; from being
15 days
dissolution placed as delinquent status

Closing of stock and transfer book before regular SH/M meeting Extension of corporate term prior original/subsequent expiry date
Period dissenting stockholder submits certificate of stocks after Corporate liquidation period, after effective date of dissolution, in w/c
3 years
20 days demanding payment for shares held; failure to do so, his rights be upon expiration, juridical personality of corp. ceases & it can no
terminated at option of corp. longer sue & be sued
Notice of meeting for corporate dissolution approval
Founder’s share exclusive right to vote and be voted for
21 days Notice for SH/M regular meeting Period for proxy validity and effectivity at any one time
Max period where mgt contract can be entered into for any (1) term
5 years
Submission to SEC of details of elected D/T/O after election Period a person may be disqualified from being D/T/O prior to election
30 days Report to SEC non-holding of elections from date of scheduled election Period to formally organize and commence business or else COI be
Payment of subscription with interest until it becomes delinquent revoked ff end of 5-yr period; from date of incorporation

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