What percentage of stock or membership is required to constitute a quorum for the election of directors or trustees?
For the election of directors or trustees, there must be present, either in person or through a written proxy, the owners of a majority of the outstanding capital stock (SEC. 23, Revised Corporation Code of the Philippines). If the entity is a nonstock corporation, the requirement is a majority of the members entitled to vote. Stockholders or members are permitted to vote through remote communication or in absentia if authorized by the bylaws or the board, and a participant using these modes is still counted as present for quorum purposes. This ensures that only a substantial number of owners can validly proceed with an election.
02 November 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/.

