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FOR FILIPINO TUTORS ONLY! THIS QUESTION IS FOR TUTORS WHO LIVES IN PHILIPPINES ONLY! imagine you are a reporter. what would you say as a

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FOR FILIPINO TUTORS ONLY! THIS QUESTION IS FOR TUTORS WHO LIVES IN PHILIPPINES ONLY!

imagine you are a reporter. what would you say as a reporter if you would report the topics that are in BOLD format; explain each (pls explain in TAGALOG/TAGLISH language)

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Power to acquire and convey property. De Leon (2005) explained that the power to acquire and convey property which is also expressly conferred under the law has always been regarded as an incident to every corporation. A corporation needs properties or assets to carry on its business. It has been held by the Supreme Court that "a corporation whose business may properly be conducted in 167 a populous center may acquire an appropriate lot and construct thereon an edifice with facilities in excess of its own immediate requirement. If it has the power to acquire such lot, construct an edifice, and hold it beneficially, the beneficial administration by the corporation of such parts of the building as shared to others must necessarily be lawful." (Government vs. El Hogar Filipino, 50 Phil. 399.) However, we should remember that the right or power of private corporations to deal in real as well as personal property are subject to limitations or restrictions prescribed by special laws and the Constitution. Under the Constitution, a private corporation or association may not hold alienable lands of the public domain except by lease for a period not exceeding 25 years, renewable for not more than 25 years, and not to exceed 1,000 hectares in area. (see Art. XII, Sec. 3 thereof.) Natural resources such as coal, petroleum and other mineral oils belong to the State and cannot be alienated to corporations. Their exploration, development and utilization shall be under the full control and supervision of the State. (Ibid., Sec. 2.) Power to acquire shares or securities. The Revised Corporation Code (2019) authorizes a corporation to acquire shares or securities of other corporations. Such an act does not need the approval of the stockholders if done in pursuance of the purpose or purposes of the corporation as stated in its articles of incorporation but when the purpose is done solely for investment, the approval of the stockholders is necessary. (De la Rama vs. Ma-ao Sugar Central Co., Inc., 27 SCRA 247; see Sec. 42.) In any case, the power to acquire shares in other corporations is subject to specific limitations established by the Code, special laws, and the Constitution. The shares must be limited to shares of existing corporations. Under the Civil Code (Art. 2112.), the pledgee may appropriate the thing pledged (e.g., shares of stock) if after the second auction the thing pledged is not sold. Our corporation law expressly authorizes a corporation subject to limitations stated therein to acquire its own stocks. A corporation may purchase its own stock, however, only when it has "unrestricted retained earnings" to cover the shares to be purchased or acquired. (De Leon, 2005) Power to extend or shorten corporate term. 168 Under the Revised Corporation Code (2019), the corporate term of a private corporation may be extended or shortened by an amendment of the articles of incorporation approved by the majority vote of the board of directors or trustees and ratified at a meeting of a stockholders representing at least 2/3 of the outstanding capital stock or by at least 2/3 of the members in case of non-stock corporations. Unlike the provision which governs the amendment in general of articles of incorporation, the amendment under Section 36 above must be taken at a meeting of the stockholders or members and upon a vote. "Mere written assent" would not be sufficient. Written notice of the proposed action and the time and place of the meeting shall be sent to the stockholders or members through registered mail or served personally, or when allowed in the bylaws or done with the consent of the stockholder, sent electronically in accordance with the rules and regulations of the SEC on the use of electronic data messages

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