What constitutes prima facie evidence of corporate liability when the corporation is used for graft and corrupt practices? A corporation used for fraud or for committing or concealing graft and corrupt practices shall be liable for a fine ranging from One hundred thousand pesos (P100,000.00) to Five million pesos (P5,000,000.00) (SEC. 166, Revised Corporation Code […]
What is the penalty imposed on a director, trustee, or officer who knowingly tolerates graft and corrupt practices? A director, trustee, or officer who knowingly fails to sanction, report, or file the appropriate action with proper agencies, or who allows or tolerates graft and corrupt practices committed by corporate personnel, shall be punished (SEC. 168,
What is the penalty for retaliation against a whistleblower under the Code? A whistleblower is defined as any person who provides truthful information relating to the SEC or possible SEC of any offense or violation under this Code (SEC. 169, Revised Corporation Code of the Philippines). Any person who, knowingly and with intent to retaliate,
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What is the punishment for violations of the Code that are not specifically penalized elsewhere? Violations of any of the other provisions of this Code or its amendments that are not otherwise specifically penalized shall be punished by a fine of not less than Ten thousand pesos (P10,000.00) but not more than One million pesos
How is the penalty in the Revised Corporation Code imposed if the offender of a violation is a corporation? If the offender of a violation is a corporation, the penalty may be imposed upon the corporation itself and/or upon its responsible personnel (SEC. 171, Revised Corporation Code of the Philippines). At the discretion of the
How are aiders and abettors penalized for violating the Revised Corporation Code? Anyone who shall aid, abet, counsel, command, induce, or cause any violation of this Code, or any rule, regulation, or order of the SEC, shall face a penalty (SEC. 172, Revised Corporation Code of the Philippines). The punishment imposed upon these secondary actors
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How is the term “outstanding capital stock” defined under the Revised Corporation Code? The term “outstanding capital stock” is defined as the total shares of stock issued under binding subscription contracts to subscribers or stockholders (SEC. 173, Revised Corporation Code of the Philippines). This total includes shares whether they are fully paid or only partially
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What alternate name designations are permitted for the governing boards of nonstock or special corporations? Notwithstanding specific provisions of the Code that reference “board of directors” or “board of trustees,” nonstock or special corporations are permitted to use alternate names for their governing boards (SEC. 174, Revised Corporation Code of the Philippines). These corporations may,
What is the purpose of the fund created by the SEC’s collection of fees, fines, and other charges? The SEC is authorized to collect, retain, and use fees, fines, and other charges pursuant to the Code for the purpose of a more effective implementation of this Code (SEC. 175, Revised Corporation Code of the Philippines).
What key document must a foreign corporation submit with its application for a license, and what is required if it is not in English? A foreign corporation applying for a license to transact business in the Philippines must submit to the SEC a copy of its articles of incorporation and bylaws, certified in accordance with
