Compléter
Revised Corporation Code - Chapter 1Version en ligne
General Provisions
1
right
law
powers
of
law
existenc
attributes
of
incidental
or
succession
artificial
operation
created
by
authorized
by
expressly
to
its
and
being
properties
A
corporation
is
an
,
having
the
and
the
,
,
2
corporations
capital
Stock
nonstock
stock
distribute
divided
shares
held
surplus
shares
allotments
into
shares
to
nonstock
corporations
authorized
stock
dividends
profits
Corporations
formed
or
organized
under
this
Code
may
be
or
corporations
.
are
those
which
have
and
are
to
the
holders
of
such
,
,
or
of
the
on
the
basis
of
the
.
All
other
corporations
are
.
3
special
them
creating
charter
law
provisions
supplemented
primarily
Corporations
created
by
special
laws
or
charters
shall
be
governed
by
the
provisions
of
the
or
or
applicable
to
them
,
by
the
of
this
Code
,
insofar
as
they
are
applicable
.
4
articles
compose
signatories
in
the
originally
shareholders
corporation
stockholders
of
forming
incorporation
mentioned
a
members
the
composing
corporation
stockholders
members
Corporators
are
those
who
,
whether
as
or
in
a
stock
corporation
or
as
a
in
a
nonstock
corporations
.
Incorporators
are
those
or
as
and
and
who
are
thereof
.
5
decrease
privileges
corporations
voting
associations
of
lease
other
Preferred
funds
value
stated
conditions
corresponding
pledge
mortgage
Increase
incorporation
redeemable
Amendment
shares
Investment
rights
utilities
par
of
voting
trust
rights
corporate
incorporation
value
Merger
increasing
stated
banks
consolidation
indebtedness
public
preferences
preferred
preneed
creating
insurance
Five
capital
bylaws
Dissolution
substantially
all
echange
rights
other
paid
all
Adoption
articles
par
Sale
articles
Incurring
bonded
all
share
disposition
series
building
nonassessable
of
class
liable
complete
fully
liquidation
Each
amendment
capital
value
terms
incorporations
restrictions
respects
stock
loan
dividends
equal
in
articles
authorized
companies
The
classification
of
shares
,
their
,
,
,
and
their
par
,
if
any
,
must
be
indicated
in
the
.
shall
be
to
every
other
share
,
except
as
otherwise
provided
in
the
.
Each
share
shall
be
equal
in
all
respects
to
every
other
share
,
except
as
otherwise
provided
in
the
articles
of
incorporation
and
in
the
certificate
of
stock
.
The
share
stock
corporations
may
be
divided
into
classes
or
series
of
shares
,
or
both
.
No
share
may
be
deprived
of
voting
rights
except
those
classified
and
issued
as
"
"
or
"
"
shares
,
unless
otherwise
provided
in
this
Code
:
Provided
,
That
there
shall
be
a
or
of
shares
with
.
Holders
of
nonvoting
shares
shall
nevertheless
be
entitled
to
vote
on
the
following
matters
;
(
a
)
of
the
of
;
(
b
)
and
of
;
(
c
)
,
,
,
,
,
or
of
or
of
the
corporate
property
;
(
d
)
,
,
or
;
(
e
)
or
of
;
(
f
)
or
of
the
corporation
with
another
corporation
or
other
corporations
;
(
g
)
in
another
corporation
or
business
in
accordance
with
this
Code
;
and
(
h
)
of
the
corporation
.
Except
as
provided
in
the
immediately
preceding
paragraph
,
the
vote
required
under
this
Code
to
approve
a
particular
corporate
act
shall
be
deemed
to
refer
only
to
stocks
with
.
The
shares
or
series
of
shares
may
or
may
not
have
a
:
Provided
,
That
,
,
,
and
,
,
and
,
and
authorized
to
obtain
or
access
funds
from
the
public
whether
publicly
listed
or
not
,
shall
not
be
permitted
to
issue
no
-
par
value
shares
of
stock
.
of
stock
issued
by
a
corporation
may
be
given
preference
in
the
distribution
of
dividends
and
in
the
distribution
of
corporate
assets
in
case
of
,
or
such
other
:
Provided
,
That
preferred
shares
of
stock
may
be
issued
only
with
a
.
The
board
of
directors
,
where
authorized
in
the
articles
of
incorporation
,
may
fix
the
and
of
preferred
shares
of
stock
or
any
series
thereof
:
Provided
,
further
,
That
such
terms
and
conditions
shall
be
effective
upon
filing
of
a
certificate
thereof
with
the
Securities
and
Exchange
Commission
,
hereinafter
referred
to
as
the
"
Commission
"
.
Shares
of
capital
stock
issued
without
par
value
shall
be
deemed
and
and
the
holder
of
such
shares
shall
not
be
to
the
corporation
or
to
its
creditors
in
respect
thereto
:
Provided
,
That
no
-
par
value
shares
must
be
issued
for
a
consideration
of
at
least
pesos
(
?
5
.
00
)
per
share
:
Provided
,
further
,
That
the
entire
consideration
received
by
the
corporation
for
its
no
-
par
value
shares
shall
be
treated
as
and
shall
not
be
available
for
distribution
as
.
A
corporation
may
further
classify
its
shares
for
the
purpose
of
ensuring
compliance
with
constitutional
or
legal
requirements
.
6
directors
1991
Act
of
voted
Law
vote
Foreign
Investments
incorporation
5
of
7042
of
privileges
1991
Foreign
be
rights
Dummy
date
Anti
Act
Investments
five
108
Founders'
shares
may
be
given
certain
and
not
enjoyed
by
the
owners
of
other
stock
.
Where
the
exclusive
right
to
and
for
in
the
election
of
is
granted
,
it
must
be
for
a
limited
period
not
to
exceed
(
)
years
from
the
:
Provided
,
That
such
exclusive
right
shall
not
be
allowed
if
its
exercise
will
violate
Commonwealth
Act
No
.
,
otherwise
known
as
the
"
-
"
;
Republic
Act
No
.
,
otherwise
known
as
the
"
"
;
and
otherwise
known
as
"
"
;
and
other
pertinent
laws
.
7
existence
expiration
retained
of
of
articles
regardless
of
unrestricted
the
expressly
incorporation
earnings
period
fixed
Redeemable
shares
may
be
issued
by
the
corporation
when
provided
in
the
.
They
are
shares
which
may
be
purchased
by
the
corporation
.
They
are
shares
which
may
be
purchased
by
the
corporation
from
the
holders
of
such
shares
upon
the
of
a
,
in
the
books
of
the
corporation
,
and
upon
such
other
terms
and
conditions
stated
in
the
articles
of
incorporation
and
the
certificate
of
stock
representing
the
shares
,
subject
to
rules
and
regulations
issued
by
the
Commission
.
8
board
other
lawful
reasonable
purchase
reacquired
paid
price
issued
means
fully
donation
redemption
disposed
directors
of
Treasury
shares
are
shares
of
stock
which
have
been
and
for
,
but
subsequently
by
the
issuing
corporation
through
,
,
,
or
some
.
Such
shares
may
again
be
of
for
a
fixed
by
the
.
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