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    Articles of Incorporation & by Laws

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    Jem Valmonte
    This document outlines the articles of incorporation for 4GBC Corporation. It establishes the corporation for the purpose of establishing and conducting a university and educational programs. It lists the incorporators and initial directors, and establishes that the corporation will have no shares or capital stock and will be non-profit. It also provides details on meetings of directors and stockholders, required quorums, and proxy voting procedures.

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    © All Rights Reserved
    Download as DOCX, PDF, TXT or read online from Scribd

    Articles of Incorporation & by Laws

    Uploaded by

    Jem Valmonte
    75 views7 pages
    This document outlines the articles of incorporation for 4GBC Corporation. It establishes the corporation for the purpose of establishing and conducting a university and educational programs. It lists the incorporators and initial directors, and establishes that the corporation will have no shares or capital stock and will be non-profit. It also provides details on meetings of directors and stockholders, required quorums, and proxy voting procedures.

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    Articles of Incorporation & By Laws

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    This document outlines the articles of incorporation for 4GBC Corporation. It establishes the corporation for the purpose of establishing and conducting a university and educational programs. It lists the incorporators and initial directors, and establishes that the corporation will have no shares or capital stock and will be non-profit. It also provides details on meetings of directors and stockholders, required quorums, and proxy voting procedures.

    Copyright:

    © All Rights Reserved
    Download as DOCX, PDF, TXT or read online from Scribd
    Download as docx, pdf, or txt
    75 views7 pages

    Articles of Incorporation & by Laws

    Uploaded by

    Jem Valmonte
    This document outlines the articles of incorporation for 4GBC Corporation. It establishes the corporation for the purpose of establishing and conducting a university and educational programs. It lists the incorporators and initial directors, and establishes that the corporation will have no shares or capital stock and will be non-profit. It also provides details on meetings of directors and stockholders, required quorums, and proxy voting procedures.

    Copyright:

    © All Rights Reserved
    Download as DOCX, PDF, TXT or read online from Scribd
    Download as docx, pdf, or txt
    of 7

    ARTICLES OF INCORPORATION

    Of

    4GBC Corporation
    KNOW ALL MEN BY THESE PRESENTS:

    The undersigned incorporators, all of legal age and majority of whom are
    residents of the Philippines, have this day voluntarily agreed to form a stock corporation
    under the laws of the Republic of the Philippines;

    AND WE HEREBYCERTIFY:

    FIRST: That the name of said corporation shall be

    “4GBC Corporation”

    SECOND: That the primary purpose for which such corporation is incorporated:

    To established and conduct a university, College or Colleges, School or Schools


    including enhanced basic education programs.

    THIRD: That the principal office of the corporation is located in


    Manila Philippines.

    FOURTH: That the term for which said corporation is to exist is 50years from and
    after the date of issuance of the certificate of incorporation;

    FIFTH: That the names, nationalities and residences of the incorporators are as
    follows:

    NAME NATIONALITY RESIDENCE

    Jeremy Allyza L. Valmonte Filipino Novaliches ,Quezon City

    Arthur Roman R. Manansala Filipino Tondo, Manila


    Ella Garcia Filipino Masbate St. Sampaloc, Manila

    Karen Paras Recto Filipino Sampaloc, Manila

    627 Extremedura Sampaloc,


    Jellyrie Venoelle Pablo Filipino Manila

    Palmera San Jose Del Monte,


    Aaron Chad C. Banaag Filipino Bulacan

    Ridgemont Executive Village


    Zen Jaireck M. Tiongco Filipino Taytay, Rizal
    SIXTH: That the number of directors of said corporation shall be seven (7), and
    that these directors, who shall serve as such until their successors are duly elected and
    qualified as provided by the By-laws, hereby resolve to comply with the SEC
    Requirement(s) for Non-Stock Corporations. The names, nationalities, and addresses of
    the initial directors of the corporation are as follows:

    NAME NATIONALITY RESIDENCE

    Jeremy Allyza L. Valmonte Filipino Novaliches, Quezon City

    Arthur Roman R. Manansala Filipino Tondo, Manila

    Ella Garcia Filipino Masbate St. Sampaloc, Manila

    Karen Paras Recto Filipino Sampaloc, Manila

    627 Extremedura .
    Jellyrie Venoelle Pablo Filipino Sampaloc, Manila

    Palmera San Jose Del Monte,


    Aaron Chad C. Banaag Filipino Bulacan

    Ridgemont Executive Village


    Zen Jaireck M. Tiongco Filipino Taytay, Rizal

    SEVENTH: That the corporation shall have no shares or capital stock and shall
    function exclusively for educational, civic, social, and charitable purposes and no
    dividend or pecuniary profit shall ever be declared or paid to any member, and that the
    fees, charges, contributions, donations, grants, devices, bequests, gifts and endowments
    as well as property as may from time to time be acquired or received or collected shall be
    spent in such activities as may be necessary to enable the corporation to carry out the
    purposes for which it was formed, and that said directors shall receive no remuneration
    whatsoever but shall function exclusively for the purposes above-mentioned. And the
    total contributions of the Association amount to ONE THOUSAND PESOS (PHP
    1,000.00).

    EIGHT: That Karen P. Recto has been elected by the members as Treasurer of the
    Corporation, to act as such until her successor is duly elected and qualified in accordance
    with the By-Laws and that as Treasurer, he has been authorized to receive for the
    corporation all fees, contributions or endowments given to, received by and pertaining to
    the said corporation.
    NINTH: That the Association shall comply with the requirements for non-stock
    corporations in the course of its operations.

    IN WITNESS WHEREOF, we have hereunto signed these Articles of


    Incorporation, this 30th day of March 2018, in Manila, Philippines.

    Jeremy Allyza L. Valmonte Arthur Roman Manansala Ella Garcia


    TIN - 197-890-641 TIN - 197-714-214 TIN - 189-464-525

    Karen Paras Recto Jellyrie Venoelle Pablo Aaron Chad C. Banaag


    TIN - 132-648-828 TIN – 158-895-778 TIN – 152-556-784

    Zen Jaireck M. Tiongco


    TIN – 136-758-221

    SIGNED IN THE PRESENCE OF:

    ARIANNE EUNICE ZAPE PRINCESS GUINAL

    REPUBLIC OF THE PHILIPPINES }


    City of Manila } S.S.

    BEFORE ME, the undersigned, a notary public in and for the city of
    Manila, Philippines, personally appeared:

    TIN/ID/Passport Date &


    Name No. Place Issued
    01-17-2017 /
    Jeremy Allyza L. Valmonte 197-890-641 Quezon City
    06-12-2017 /
    Arthur Roman Manansala 197-714-214 Manila

    05-18-2017 /
    Ella Garcia 189-464-525 Manila

    04-14-2017 /
    Karen Paras Recto 132-648-828 Manila

    08-02-2017 /
    Jellyrie Venoelle Pablo 158-895-778 Manila

    05-07-2017 /
    Aaron Chad C. Banaag 152-556-784 Bulacan

    08-19-2017 /
    Zen Jaireck M. Tiongco 136-758-221 Taytay, Rizal
    who are known to me and to me known to be the same persons who executed the
    foregoing articles of Incorporation and they acknowledged to me that they executed the
    same as their free and voluntary act and deed.

    WITNESS MY HAND AND SEAL on the day first above-written.

    NOTARY PUBLIC
    Until Dec. 31, 2018

    Doc. No. 1
    Page No. 6
    Book No. III
    Series of 2018
    BY –LAWS
    OF

    4GBC Corporation

    I. THE TIME, PLACE AND MANNER OF CALLING AND CONDUCTING


    REGULAR OR SPECIAL MEETINGS OF THE DIRECTORS.

    a) Regular meetings of the board of directors of the corporation shall be held


    monthly, unless the by-laws provide otherwise.

    b) Special meetings of the board of directors may be held at any time upon the
    call of the president or as provided in the by-laws

    c) Meetings of directors may be held anywhere in or outside of the Philippines,


    unless the by-laws provide otherwise. Notice of regular or special meetings
    stating the date, time and place of the meeting must be sent to every director
    or trustee at least one (1) day prior to the scheduled meeting, unless otherwise
    provided by the by-laws. A director may waive this requirement, either
    expressly or impliedly.

    II. THE TIME AND MANNER OF CALLING AND CONDUCTING REGULAR


    OR SPECIAL MEETINGS OF THE STOCKHOLDERS.

    a) Regular or annual meetings of stockholders shall be held annually on 30th of


    April.

    b) Written notice of regular meetings shall be sent to all stockholders of record at


    least two (2) weeks prior to the meeting, unless a different period is required
    by the by-laws.

    c) Special meetings of stockholders shall be held at any time deemed necessary


    or as provided in the by-laws:

    d) Written notice of special meetings shall be sent to all stockholders at least one
    week prior to the meeting, unless a different period is required by the by-laws.

    e) Stockholders’ meetings, whether regular or special, shall be held in the city or


    municipality where the principal office of the corporation is located, and if
    practicable in the principal office of the corporation. Metro Manila shall, for
    the purpose of this provision, be considered city or municipality.
    III. THE REQUIRED QUORUM IN MEETINGS OF STOCKHOLDERS

    a) The required quorum in meetings of stockholders shall consist of the


    stockholder/s representing a majority of the outstanding capital stock.

    IV. THE FORM FOR PROXIES OF STOCKHOLDERS AND THE MANNER OF


    VOTING THEM

    a) Stockholders may vote in person or by proxy in all meetings of stockholders.


    Proxies shall be in writing, signed by the stockholder and filed before the
    scheduled meeting with the corporate secretary. Unless otherwise provided in
    the proxy, it shall be valid only for the meeting for which it is intended. No
    proxy shall be valid and effective for a period longer than five (5) years at any
    one time.

    V. THE QUALIFICATIONS, DUTIES, TERM AND COMPENSATION OF


    DIRECTORS

    a) No person convicted by final judgment of an offense punishable by


    imprisonment for a period exceeding six (6) years, or a violation of this Code,
    committed within five (5) years prior to the date of his election shall qualify as
    a director. Every director must own at least one (1) share of the capital stock
    of the corporation, which share shall stand in his name on the books of the
    corporation. Any director who ceases to be the owner of at least one (1) share
    of the capital stock of the corporation shall thereby cease to be a director. A
    majority of the directors must be residents of the Philippines.

    b) The corporate powers of the corporation shall be exercised, all business


    conducted and all property of the corporation be controlled and held by the
    board of directors to be elected from among the holders of stocks, who shall
    hold office for one (1) year and until their successors are elected and qualified.

    c) The directors shall not receive any compensation, as such directors, except for
    reasonable per diems. Any compensation may be granted to directors by the
    vote of the stockholders representing at least a majority of the outstanding
    capital stock at a regular or special stockholders’ meeting, In no case shall the
    total yearly compensation of directors, as such directors, exceed ten (10%)
    percent of the net income before income tax of the corporation during the
    preceding year.
    VI. THE MANNER OF ELECTION OR APPOINTMENT, QUALIFICATION AND
    THE TERM OF OFFICE OF ALL OFFICERS OTHER THAN DIRECTORS

    a) Immediately after their election, the directors of a corporation must formally


    organize by the election of a PRESIDENT, who shall be a director, a
    TREASURER who may or may not be a director, a SECRETARY who shall
    be a resident and citizen of the Philippines, and such other officers as may be
    provided in the by-laws. Two (2) or more positions may be held concurrently
    by the same officer, however no one shall act as PRESIDENT and
    SECRETARY or as PRESIDENT and TREASURER at the same time. The
    officers of the corporation shall hold office for one (1) year and until the
    successors are elected and qualified. The officers of the corporation shall
    perform functions as required by existing laws, rules and regulations.

    VII. FISCAL YEAR

    a) The fiscal year of the corporation shall begin on the first day of January
    and end on the last day of December of each year.

    VIII. SEAL

    a) The corporate seal shall be determined by the Board of Directors.

    IX. MISCELLANEOUS PROVISIONS:

    a) Matters not covered by the provisions of these by-laws shall be governed


    by the provisions of the Corporation Code of the Philippines.

    IN WITNESS WHEREOF, we, the undersigned incorporators and/or stockholders


    present at said meeting and voting thereat in favor of the adoption of said by-laws, have
    hereunto subscribed our names this 2nd day of April at Manila Philippines.

    Jeremy Allyza L. Valmonte Arthur Roman Manansala

    Ella Garcia Karen Paras Recto

    Jellyrie Venoelle Pablo Aaron Chad C. Banaag

    Zen Jaireck M. Tiongco

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