WHAT IS THE PROCEDURE FOR VOLUNTARY DISSOLUTION WHERE CREDITORS ARE AFFECTED?
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Voluntary dissolution where creditors are affected covers a case where the corporation petitions for its dissolution which may prejudice the rights of creditors, or are not consented by all of them.
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The procedure for voluntary dissolution where creditors are affected are provided for under the Revised Corporation Code of the Philippines.
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Voluntary dissolution shall take effect only upon issuance by the Securities and Exchange Commission of the certificate of dissolution
WHAT IS THE PROCEDURE FOR VOLUNTARY DISSOLUTION WHERE NO CREDITORS ARE AFFECTED?
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Voluntary dissolution where no creditors are affected is a type of dissolution initiated by the corporation.
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The dissolution may be effected by majority vote of the board of directors or trustees, and by a resolution adopted by the affirmative vote of the stockholders owning at least majority of the outstanding capital stock or majority of the members of a meeting to be held upon the call of the directors or trustees.
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A corporation may withdraw its verified request for dissolution within fifteen (15) days from receipt of the verified request for dissolution.
WHAT ARE THE MODES OF CORPORATE DISSOLUTION?
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A corporation formed or organized under the provision of the Revised Corporation Code of the Philippines may be dissolved voluntarily or involuntarily.
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The methods of effecting dissolution as prescribed by law are exclusive.
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A corporation may be dissolved by the Securities and Exchange Commission motu proprio or upon filing of a verified complaint by any interested party.
WHAT IS THE THEORY OF IMPUTED KNOWLEDGE?
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The principal is chargeable with and bound by the knowledge of or notice to his agent received while the agent was acting as such.
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Notice to the agent is notice to the principal.
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But, notice to the principal is not notice to the agent. Thus, notice to the foreign employer is not notice to the local employment agency.
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