THE PHILIPPINE

CORPORATION CODE
EDUARD G. LUTAO
The Corporation Code of the Philippines was
approved in 1980.

Came out in 2002

It prescribes the rules and regulations in the

establishment and operation of corporations in
the Philippines.

Code was revised in 2019

PURPOSE OF THE CODE

Align to Philippine Governance Code

Align with international business community

standards

Put more pressure on board to perform better

CONTENT OF THE CODE

Incorporations of private corporations

Regulations of the board of directors

Powers and capacity of the corporations

By-laws

Board meetings
 PCC TO FORTIFY FURTHER ECONOMIC
DEVELOPMENT WITH FOLLOWING CHANGES:

Removal of the Minimum Number of Incorporators

Required minimum Php 1,000,000.00 capital stock on stock

corporations

Removal of 50-year corporate term. Corporation can exist inde nitely

Creation of one person corporation (OPC)

Use of internet in attending meeting and ling of reports

Power of the Securities and Exchange Commission (SEC) to remove

disqualify directors or trustees
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 POLITICAL ISSUES AND CORPORATE
GOVERNANCE

Climate Change, Health Care, Income Taxes,

Bribery in government

A ect operational viability or survival

Board to mitigate risks

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 QUESCUSSIONS

1. Can a corporation require an independent director sitting

on the board?
2. As a CEO, how do you improve existing operations?
3. Should a corporation come up governance guidelines?
What is the importance of this?