Wednesday, March 27, 2013

Title VI Section 50 of the Corporate Code

Reread the Bel-Air Soho complaint


Since turnover in 2009 there was no Annual Meeting as written of in the By-Laws for that year on the last Friday of August unless there is a legal holiday.  There was no Annual Meeting in 2010 since an employee of Century Properties Management Inc made that decision.

http://sohocentralcondominium.blogspot.com/2013/03/evidence-of-knowledge_4.html

There was an Annual Meeting in 2011 where the unelected developer controlled Board walked out.  In 2012 there was a meeting but there was the annoucement of lack of quorum.  The meeting had also been moved and that delay was one month which is a violation of the By-Laws since there was no legal holiday on the date demanded by the By-Laws.

I will write to the SEC explaining all this to them.  We will also make the petition for a meeting to be held as called for in the By-Laws given the history here which we will review for them and other government agencies.


BATAS PAMBANSA BLG. 68
THE CORPORATION CODE OF THE PHILIPPINES

TITLE VI — MEETINGS

SECTION 50. Regular and special meetings of stockholders or members. — Regular meetings of stockholders or members shall be held annually on a date fixed in the by-laws, or if not so fixed, on any date in April of every year as determined by the board of directors or trustees: Provided, That written notice of regular meetings shall be sent to all stockholders or members of record at least two (2) weeks prior to the meeting, unless a different period is required by the by-laws.

Special meetings of stockholders or members shall be held at any time deemed necessary or as provided in the by-laws: Provided, however, That at least one (1) week written notice shall be sent to all stockholders or members, unless otherwise provided in the by-laws.

Notice of any meeting may be waived, expressly or impliedly, by any stockholder or member.

Whenever, for any cause, there is no person authorized to call a meeting, the Securities and Exchange Commission, upon petition of a stockholder or member on a showing of good cause therefor, may issue an order to the petitioning stockholder or member directing him to call a meeting of the corporation by giving proper notice required by this Code or by the by-laws. The petitioning stockholder or member shall preside thereat until at least a majority of the stockholders or members present have chosen one of their number as presiding officer. (24, 26)

No comments:

Post a Comment