Role of a Corporate Secretary
This article talks about the roles and qualifications of a Corporate Secretary of a Philippine Corporation.
Role of a Corporate Secretary Read More »
How to Legally Conduct Board Meetings
This article talks about how to legally conduct board meetings of directors of a corporation.
How to Legally Conduct Board Meetings Read More »
What is the exception to the rule that all directors must sign a written consent to validate a board action taken without a meeting?
What is the exception to the rule that all directors must sign a written consent to validate a board action taken without a meeting? Section 100 provides several exceptions for close corporations where board action taken without a meeting is still deemed valid, primarily relying on unanimous consent or implied knowledge of the directors or
Under what condition is a board meeting in a close corporation considered unnecessary or improperly held but still deemed valid?
Under what condition is a board meeting in a close corporation considered unnecessary or improperly held but still deemed valid? Unless the bylaws provide otherwise, any action taken by the directors of a close corporation without a meeting called properly and with due notice shall nevertheless be deemed valid under four specific conditions (SEC. 100,
What is a Proxy?
This article is all about corporate proxies, their use, and the laws and regulations that govern them in the Philippines.
How to Elect Directors of a Corporation
Directors are elected by the stockholders of a corporation in an election held where the owners of majority of the outstanding capital stock, whether in person or through proxy, are present.
How to Elect Directors of a Corporation Read More »
What is a General Information Sheet?
The General Information Sheet is a document embodying certain information about the corporation which is signed and attested to by the Corporate Secretary and usually filed annually with the SEC.
What is a General Information Sheet? Read More »
What Is A Secretary’s Certificate?
This article enumerates the general functions and duties of a Corporate Secretary. Further, this article defines a Secretary’s Certificate as a written document executed by the Corporate Secretary confirming the actions and resolutions of the Board of Directors. When regular on its face, third parties may rely on the Secretary’s Certificate without need of further investigation on the veracity of the facts contained therein.
What Is A Secretary’s Certificate? Read More »
What Is A Board Resolution?
This article defines what is a Board Resolution. Corporate powers are exercised by the Board of Directors. A Board Resolution is a formal document which serves as evidence of the actions and matters taken by the directors of the corporation in the meeting duly held.
What Is A Board Resolution? Read More »
What Are The Duties Of The Corporate Secretary In Corporate Meetings?
This article is about the duties of a Corporate Secretary in corporate meetings. The Corporate Secretary is tasked to send out the notices of meetings, receive proxies, certify the existence of a quorum, note the vote of the directors, ensure the proper holding of the meeting and issue a Secretary’s Certificate to attest to what transpired during the meeting.
What Are The Duties Of The Corporate Secretary In Corporate Meetings? Read More »
