What is the effect of a dissenting stockholder’s demand for payment on their corporate rights, and when are those rights restored?
From the moment the demand for payment of the fair value of shares is made until either the corporate action is abandoned or the corporation purchases the shares, all rights accruing to such shares, including voting and dividend rights, shall be suspended (SEC. 82, Revised Corporation Code of the Philippines). The only right the stockholder retains during this period is the right to receive payment of the fair value. However, if the dissenting stockholder is not paid the value of the said shares within thirty (30) days after the final award, the voting and dividend rights shall be immediately restored to the stockholder. This provision protects the shareholder from prolonged disenfranchisement if payment is unduly delayed.
30 October 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/.
