Anda di halaman 1dari 2


(Series of 2018)


We, the undersigned, constituting majority of the Board of Directors and the Corporate
Secretary of INTERNATIONAL CORP. (the “Corporation”), hereby certify that on a
special meeting of the Board of Directors held at ______________ on ______________, the
following resolutions were adopted and approved:

RESOLVED, that the corporation be dissolved effective ____________ subject to

the approval of the Securities & Exchange Commission (SEC);

RESOLVED, that a written notice of the proposed dissolution will be published in

(Name of Newspaper), a newspaper of general circulation published in the place
where the principal office of the corporation is located, for two (2) consecutive weeks,
and a copy of said notice was sent to each stockholder by registered mail, at least
thirty days prior to the meeting referred to in the next succeeding paragraph.

RESOVED, that at the stockholder’s meeting held at _______________ on

_____________, indicated in the notice referred to in the next preceding paragraph,
there attended stockholders representing (No. of shares) shares out of a total of (No.
of shares of the Capital Stock) shares of the capital stock of the corporation, being
more than two-thirds (2/3) of the said capital stock.

RESOVED FURTHER, that the Corporation be, as it is hereby, authorized and

empowered to cease and close all its business operation and activities in the
Philippines effective _________________;

RESOVED FURTHERMORE, that Mr. XXX be, as it is hereby authorized and

directed to sign, execute, endorse, deliver and file, for and in behalf of the
Corporation, all the necessary documents and other supporting papers to be filed with
BIR, SEC and other government agencies, as well as to do all acts or things necessary
to carry into effect the dissolution of the Corporation.

IN WITNESS WHEREOF, we hereunto affix our hands this ____________ at Quezon City,

Director Director

Director Director


Corporate Secretary

SUBSCRIBED AND SWORN TO before me this ______ day of _____________ at

________________ affiant exhibiting to me his Passport No._______, issued at ______ on


Doc. No. ______

Page No. ______
Book No. ______
Series of _______