What is the effect of the amendment or repeal of the Corporation Code on existing rights and liabilities?
No right or remedy in favor of or against any corporation, its stockholders, members, directors, trustees, or officers, shall be removed or impaired either by the subsequent dissolution of said corporation or by any subsequent amendment or repeal of this Code or of any part thereof (SEC. 184, Revised Corporation Code of the Philippines). This crucial provision ensures that liabilities incurred under the Code, or rights accrued to or against any party, are preserved regardless of legislative changes or the corporate entity’s subsequent dissolution. This continuity of liability and protection of vested rights is fundamental to the rule of law regarding corporate contracts and torts.
02 November 2025
About Nicolas and De Vega Law Offices
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/.
