What is the default voting right of a member in a nonstock corporation? The right of members of any class to vote may be limited, broadened, or denied, provided this is explicitly specified in the articles of incorporation or the bylaws (SEC. 88, Revised Corporation Code of the Philippines). However, unless such voting rights are […]
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May directors or trustees attend and vote at board meetings via proxy or remote communication? Directors or trustees cannot attend or vote by proxy at board meetings, as their personal deliberation and judgment are deemed essential to the board’s function (SEC. 52, Revised Corporation Code of the Philippines). However, directors or trustees who are unable
Who has the right to vote shares in a stock corporation when the shares are subject to a security interest? In cases where a stockholder grants a security interest in their shares (like a pledge or chattel mortgage), the stockholder-grantor shall retain the right to attend and vote at meetings of stockholders (SEC. 54, Revised
What is the rule for voting shares of stock owned jointly by two or more persons? When shares are owned jointly by two or more persons, the consent of all co-owners shall be necessary for voting those shares (SEC. 55, Revised Corporation Code of the Philippines). This joint consent is required unless the co-owners execute
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This article is all about corporate proxies, their use, and the laws and regulations that govern them in the Philippines.
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.
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