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Please (provide) a detailed/clear (explanation) for every bullet. (own explanation) CD RPO RATE TE RM Section 11 provides that a corporation shall have perpetual existence
Please (provide) a detailed/clear (explanation) for every bullet. (own explanation)
CD RPO RATE TE RM Section 11 provides that a corporation shall have perpetual existence unless its articles of incorporation % otherwise. Corporations with certificates of incorporation issued prior to the effectivity of this Code, and which continue to exist, shall have perpetual existence, unless the corporation, upon a vote of its stockholders representing a majority of its outstanding capital stock, notifies SEC that it elects to retain its specific corporate term pursuant to its articles of incorporation: Provided, That any change in the corporate term under this section is without prejudice to the appraisal right of dissenting stockholders in accordance with the provisions ofthis Code. No extension may be made earlier than three (3) years prior to the original or subsequent expiry datels) unless there are justiable reasons for an earlier extension as may be determined by the SEC: Provided, further, m such extension ofthe corporate term shall take effect only on the day following the original or subsequent expiry date[s}|. Section 11 further allows revival of corporations whose corporate term has expired. It states that a corporation whose term has expired may apply for a revival of its corporate existence, together with all the rights and privileges under its certificate of incorporation and subject to all of its duties, debts and liabilities existing prior to its revival. No application for revival of certificate of incorporation of banks, banking and quasi banking institutions, and other financial intermediaries shall be approved by the SEC unless accompanied by a favorable recommendation of the appropriate government agency. MINIMUM CAPITAL STOCK NOT REQUIRED IN STOCK CORPORATIONS Another significant amendment under the Code is that now, stock corporations shall not be required to have minimum capital stock, except as otherwise specially provided by special law. Further, there is no minimum requirement on the amount of shares to be subscribed and paid- up by the incorporators during the incorporation. Section 13 of the old Corporation Code was deletedStep by Step Solution
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