AMENDMENTS to the Corporation Code, which include allowing one-person corporations and the perpetual existence of corporations, were approved by the bicameral conference committee on Monday evening.
Senate Bill No. 1280 and House Bill No. 8374 introduces changes to the Corporation Code to simplify corporate governance standards and improve the ease of doing business in the country.
In a statement, Senate Minority Leader Franklin M. Drilon said the current law has made it difficult to start a business due to the numerous and stringent incorporation and regulatory requirements.
“One of our difficulties today is our laws have not been updated…. Suffice it to say, then, that the enactment of this measure and its immediate signing into law by the President is in order, so that we can change the atmosphere of conducting business in the country and make our economy more competitive,” Mr. Drilon, who is also principal sponsor of the bill, said.
Under the approved bill, a single shareholder, who is an individual, a trust or an estate, may form a one-person corporation (OPC). At present, there should be at least five incorporators before one can form a corporation.
The measure also allows all existing and future corporations to have perpetual existence. The current law provides for corporations to have a corporate life of only 50 years.
Other amendments to the Corporation Code include removing the minimum number of incorporators, as well as allowing the electronic filing of reportorial requirements and attendance in meetings using remote communication or in absentia.
Corporations, which have public interest, will also be required to have independent directors. — CAA

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