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By Prince Golez, Manila Reporter
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MANILA – To ensure a conducive environment for businesses, Ilonggo senator Franklin Drilon is pushing to amend the country’s 36-year old Corporation Code.
Drilon’s Senate Bill No. (SBN) 1280 proposes to remove the minimum number of incorporators, permit the establishment of a one-man corporation, allow electronic filing of reportorial requirements, and the attendance in meetings via remote communication or in absentia.
These key amendments, he said, are designed for the changing business landscape and will make the Philippines a credible investment destination.
“If we are to keep up with the rest of the financial world, we need to codify best international corporate practices and address the archaic bottlenecks in the areas of starting a business, and protecting minority investors,” the senate president pro tempore said.
Drilon, also the chairperson of the Senate Committee on Constitutional Amendments and Revision of Codes, said that amendments to the law may be divided into four reform clusters: seeking to improve the ease of business in the country, prioritizing corporate and stockholder protection, instilling corporate and civic responsibility, and strengthening the country’s policy and regulatory framework.
SBN 1280 also aims to encourage transparency and foster a culture conducive not only to big businesses but also to startups and entrepreneurs.
The concept of the one-person corporation would “simplify the name verification process and grant a perpetual life as the default option for corporations,” Drilon said.
Requiring corporations at least five incorporators, according to the senator, makes investing difficult.
The measure also seeks to create and recognize the emergency boards, revised rules on the right to inspect corporate books, modified quorum requirements, and expanded grounds for disqualification of directors.
Under the bill, a “more stringent” corporate and civic responsibility shall be imposed on companies holding them liable for criminal actions and graft and corruption.
Another cluster provides policies on arbitration of commercial disputes, amendments on dissolution, and the alignment of Securities and Exchange Commission’ powers under the Corporation Code with the Securities Regulation Code./PN
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