THE SIGNING into law of the bill amending Batas Pambansa 68, or the Corporation Code of the Philippines, is expected by year’s end, Camiguin Rep. Xavier Jesus D. Romualdo said.
“The House, Senate, and SEC (Securities and Exchange Commission) have been working very closely on the bill and so all we’re very much aligned with regard to the final version,” Mr. Romualdo told BusinessWorld in a phone message on Saturday.
“We’ll conduct the bicam on Monday and we expect to hold just one meeting. If everything goes as planned both Houses could ratify already next week and the President could sign it next month,” Mr. Romualdo, vice chair of the committee on the revision of laws, said.
The House of Representatives and the Senate are set to hold on Monday the bicameral conference committee session to reconcile House Bill No. 8374 and Senate Bill No. 1280, principally authored by Mr. Romualdo and Senator Francis Joseph G. Escudero, respectively.
Both bills proposed to allow the perpetual existence of corporations and lift the five-person minimum requirement in forming a corporation; but differed on a key provision which seeks to remove the requirement of subscribed-for and paid-up capital stock for purposes of incorporation.
In the present Code, corporations may be created with at least five incorporators, and may exist for up to 50 years, renewable for a period not exceeding 50 years.
Further, it was provided that at least 25% of the authorized capital stock must already be subscribed and at least 25% of the total subscription must be paid upon subscription.
This particular provision was omitted in the House version, but was retained in the Senate Bill. Asked whether the House contingent will adopt the Senate version, Mr. Romualdo said “we’ll have it removed.”
“The update to me by our Committee Secretariat, who have met with their Senate counterparts in preparation for the Bicam, is that the Senate is inclined to agree,” he also said.
The measures will also strengthen the SEC through additional powers of investigation and increased penalties.
The present Code only imposes a fine of P1,000 to P10,000 or imprisonment of 30 days to five years for violations of its provisions; whereas in the proposed measures, penalties range from P1,000 to P5 million.
Among others, the SEC may fine those held in contempt P30,000 with a daily fine of P1,000 until the order, decision or subpoena is complied with. Meanwhile, administrative offenses may cost corporations P5,000 to P2 million worth of fines with daily fines of P1,000 to P2 million. Violations may also lead to the issue of a cease-and-desist order; the suspension or revocation of the certificate of incorporation, and dissolution of the corporation and forfeiture of its assets. The Commission may impose any or all of the sanctions depending on the nature, effects, frequency and seriousness of the violation. — Charmaine A. Tadalan
