The Securities and Exchange Commission Regional Office in Baguio City in its Resolution dated February 17, 2017 affirms that KMBI’s principal head office is at #12 San Francisco Street Karuhatan Valenzuela City.
The KMBI Board based in #12 San Francisco Street Karuhatan Valenzuela objected to the highly irregular submission of a notarized secretary certificate by Dr. Amelia Gonzales, Noel Alcaide, Basilio G. Cajucom Sr., Jenara D. Eduarte, Fr. Eddie Panlilio and Noel B. Alipio, certifying that no intra-corporate dispute or proceeding has been filed and pending in any courts of law in their attempt to change the records of KMBI’s principal head office address.
Contrary to claim of Gonzales group, the SEC affirms that intra-corporate cases in Valenzuela City are existing when the Gonzales group filed the amendment of KMBI’s Articles of Incorporation. The Gonzales group’s submission of a secretary certificate stating the absence of intra-corporate cases, despite the overwhelmingly evidence to the contrary, is not in accordance with the requirements of the Corporation Code of the Philippines.
The SEC pointed that among the documentary requirements for the approval of any amendment of the Articles of Incorporation is a secretary certificate signed by the corporate secretary, certifying that no action or cases is filed or pending before any court involving intra-corporate dispute or claims. This requirement is mandatory in order to prevent a situation where person’s not “legitimately” elected in the Board will be allowed to amend the articles of incorporation to serve their own interest.