The Big Gun and Lobby Security Penetrated?

The Big Gun and Lobby Security Penetrated?

Yesterday, I believe, I witnessed the failure to keep non-residents from entering the lobby.  There was discussion and direction for proceeding to the front desk after what seemed to be explanation for another route around the building that seemed to be ignored.  The individuals then walked through the lobby towards and past the elevators out the back doors of the lobby to the commercial elevators.

Yes, we have too much and pay too much for security.  But, what we have now is not functioning properly.  If what I saw were non-residents and not unit owners and individuals who are not visiting residents, they should have been physically aimed towards the front doors.

Has anyone else seen such activity?

Management Contract of Seven (7) Years

Management Contract of Seven (7) Years

How seven and not five?

Please see Note 14 and then the code below:

 

 

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From the Philippine Corporate Code regarding length of time for management contracts. Soho Central has a 7-year contract but read the last sentence of the first paragraph. PLEASE teach everyone!

BATAS PAMBANSA BLG. 68
THE CORPORATION CODE OF THE PHILIPPINES

TITLE IV — POWERS OF CORPORATIONS
SECTION 44. Power to enter into management contract. — No corporation shall conclude a management contract with another corporation unless such contract shall have been approved by the board of directors and by stockholders owning at least the majority of the outstanding capital stock, or by at least a majority of the members in the case of a non-stock corporation, of both the managing and the managed corporation, at a meeting duly called for the purpose: Provided, That (1) where a stockholder or stockholders representing the same interest of both the managing and the managed corporations own or control more than one-third (1/3) of the total outstanding capital stock entitled to vote of the managing corporation; or (2) where a majority of the members of the board of directors of the managing corporation also constitute a majority of the members of the board of directors of the managed corporation, then the management contract must be approved by the stockholders of the managed corporation owning at least two-thirds (2/3) of the total outstanding capital stock entitled to vote, or by at least two-thirds (2/3) of the members in the case of a non-stock corporation. No management contract shall be entered into for a period longer than five years for any one term.
  The provisions of the next preceding paragraph shall apply to any contract whereby a corporation undertakes to manage or operate all or substantially all of the business of another corporation, whether such contracts are called service contracts, operating agreements or otherwise: Provided, however, That such service contracts or operating agreements which relate to the exploration, development, exploitation or utilization of natural resources may be entered into for such periods as may be provided by the pertinent laws or regulations. (n)
SECTION 45. Ultra vires acts of corporations. — No corporation under this Code shall possess or exercise any corporate powers except those conferred by this Code or by its articles of incorporation and except such as are necessary or incidental to the exercise of the powers so conferred. (n)

True Grit

True Grit

I do not know if everyone cleans the aerator on the kitchen and bathroom faucets; but for those that do, have you recently seen grit that appears to come from concrete or cement?  I have cleaned and replaced the parts seeing particles and the normal yellowish scummy buildup but the grit is new.  There were about 30 such particles.  Next time I clean the shower faucet, I will need to fill it with water shake and pour out the water in case such grit is in there prior to the vinegar treatment.

I will be posting photos and video when using vinegar for the shower faucet.  When I first used this, I was surprised at the blackened water that came out.  Not sure why the water was black for the first several seconds after reattaching and turning on the water.

Members undefined but inferred

Members undefined but inferred

Please note that in the second paragraph that "members" is defined by inference to be those who are Unit Owners.  In the third paragraph without intervening wording "members" is used again to mean Unit Owners.

"The independent auditors" were not "appointed by the members" as the term member is defined by inference starting in the second paragraph.  What is the explanation for this wording?

Breakdown EXPENSES: Subcontractor services - Note 14: A or The?

UPDATE (09.12.14):  Here is Note 14 with the obtained breakdown as it would have appeared for greater transparency.  Hmm, just enough room in the empty space of the original:

 

Breakdown EXPENSES: Subcontractor services - Note 14:  A or The?

See previous post on the Audited Financial Statements December 31, 2013 and 2012

COST: Security Service

COST:  Security Service

Some investigation into the numbers for the security agency guards was done and will be posted here in the next few days.  Numbers only.  Perhaps others may wish to give further explanation once the numbers that could be obtained are exposed.  The contract has still not been revealed.  Why?

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From the Philippine Corporate Code regarding access to documents. PLEASE teach everyone!

TITLE VIII
CORPORATE BOOKS AND RECORDS
Sec. 74. Books to be kept; stock transfer agent. - Every corporation shall keep and carefully preserve at its principal office a record of all business transactions and minutes of all meetings of stockholders or members, or of the board of directors or trustees, in which shall be set forth in detail the time and place of holding the meeting, how authorized, the notice given, whether the meeting was regular or special, if special its object, those present and absent, and every act done or ordered done at the meeting. Upon the demand of any director, trustee, stockholder or member, the time when any director, trustee, stockholder or member entered or left the meeting must be noted in the minutes; and on a similar demand, the yeas and nays must be taken on any motion or proposition, and a record thereof carefully made. The protest of any director, trustee, stockholder or member on any action or proposed action must be recorded in full on his demand.
The records of all business transactions of the corporation and the minutes of any meetings shall be open to inspection by any director, trustee, stockholder or member of the corporation at reasonable hours on business days and he may demand, writing, for a copy of excerpts from said records or minutes, at his expense.
Any officer or agent of the corporation who shall refuse to allow any director, trustees, stockholder or member of the corporation to examine and copy excerpts from its records or minutes, in accordance with the provisions of this Code, shall be liable to such director, trustee, stockholder or member for damages, and in addition, shall be guilty of an offense which shall be punishable under Section 144 of this Code: Provided, That if such refusal is made pursuant to a resolution or order of the board of directors or trustees, the liability under this section for such action shall be imposed upon the directors or trustees who voted for such refusal: and Provided, further, That it shall be a defense to any action under this section that the person demanding to examine and copy excerpts from the corporation's records and minutes has improperly used any information secured through any prior examination of the records or minutes of such corporation or of any other corporation, or was not acting in good faith or for a legitimate purpose in making his demand.
Stock corporations must also keep a book to be known as the "stock and transfer book", in which must be kept a record of all stocks in the names of the stockholders alphabetically arranged; the installments paid and unpaid on all stock for which subscription has been made, and the date of payment of any installment; a statement of every alienation, sale or transfer of stock made, the date thereof, and by and to whom made; and such other entries as the by-laws may prescribe. The stock and transfer book shall be kept in the principal office of the corporation or in the office of its stock transfer agent and shall be open for inspection by any director or stockholder of the corporation a reasonable hours on business days.
No stock transfer agent or one engaged principally in the business of registering transfers of stocks in behalf of a stock corporation shall be allowed to operate in the Philippines unless he secures a license from the Securities and Exchange Commission and pays a fee as may be fixed by the Commission, which shall be renewable annually: Provided, That a stock corporation is not precluded from performing or making transfer of its own stocks, in which case all the rules and regulations imposed on stock transfer agents, except the payment of a license fee herein provided, shall be applicable. (51a and 32a; B. P. No. 268.)

Annual Meeting Quorum?

Annual Meeting Quorum?

I have just heard last night that some have been spreading information that there was a quorum at the Annual Meeting.  There was NO QUORUM at the Annual Meeting as some have been told.  I do not know why this rumor is being spread but please tell everyone you know there was no quorum.

Unit Owners, while there are many problems with the building, we need to get a quorum and have a large number of Unit Owners at such a meeting.  I know your anger and frustration, but major changes can be made.  We need ALL OF YOU or your proxies to attend!!!

For those not paying monthly dues, I suspect some simply do not have the cash.  As for the others, you do not have an apartment but a condominium unit as a member of the condominium corporation.  You will only harm yourself by not paying risking foreclosure but decrease the value of the building and the units.

I know this situation is complex and difficult with so many factors and stories being told.  Unless there is a Special Meeting called for another attempt at quorum this year, next year there will be an Annual Meeting on the Last Friday of August as required in the By-Laws.  BE THERE!  Make plans now!  Plan, plan and plan some more!!!

Please make this a major priority every week for your discussions and life.