This case has been cited 2 times or more.
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2015-09-08 |
MENDOZA, J. |
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| [39] Lopez Realty, Inc. v. Fontecha, 317 Phil. 216, 229 (1995). | |||||
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2015-07-01 |
PEREZ, J. |
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| Every corporation has the inherent power to adopt by-laws for its internal government, and to regulate the conduct and prescribe the rights and duties of its members towards itself and among themselves in reference to the management of its affairs.[42] The by-laws of a corporation are its own private laws which substantially have the same effect as the laws of the corporation. They are in effect written into the charter. In this sense they become part of the fundamental law of the corporation with which the corporation and its directors and officers must comply.[43] The general rule is that a corporation, through its board of directors, should act in the manner and within the formalities, if any, prescribed in its charter or by the general law. Thus, directors must act as a body in a meeting called pursuant to the law or the corporation’s by-laws, otherwise, any action taken therein may be questioned by the objecting director or shareholder.[44] | |||||