What is the final step for a merger or consolidation to become legally effective?
The articles of merger or consolidation, after being signed and certified by the constituent corporations, must be submitted to the SEC for its approval (SEC. 78, Revised Corporation Code of the Philippines). If the corporations involved are special corporations (such as banks, insurance companies, or public utilities), a favorable recommendation of the appropriate government agency shall first be obtained. The merger or consolidation becomes legally effective only when the SEC is satisfied that the plan is consistent with the Code and existing laws, and subsequently issues a certificate approving the articles and plan of merger or of consolidation. If the SEC believes the plan is contrary to law, it shall set a hearing to allow the corporations to be heard before proceeding.
30 October 2025
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