For how long can a dissolved corporation continue its corporate existence for liquidation purposes?
Except for banks, which are covered by specific banking laws, every corporation whose charter expires or is annulled shall nevertheless remain as a body corporate for three (3) years after the effective date of dissolution (SEC. 139, Revised Corporation Code of the Philippines). This three-year period is intended solely for the purpose of prosecuting and defending suits by or against it, and enabling it to settle and close its affairs, dispose of property, and distribute assets. It is expressly prohibited from continuing the business for which it was originally established. During this time, the corporation may also convey all its property to trustees for the benefit of stockholders, members, and creditors.
02 November 2025
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Nicolas and De Vega Law Offices is a full-service law firm in the Philippines. You may visit us at the 16th Flr., Suite 1607 AIC Burgundy Empire Tower, ADB Ave., Ortigas Center, 1605 Pasig City, Metro Manila, Philippines. You may also call us at +632 84706126, +632 84706130, +632 84016392 or e-mail us at [email protected]. Visit our website https://ndvlaw.com/.
