QuestionsQuestions (QRCGC CIRCULAR NO. 002 s. 1992)
It is issued pursuant to Section 9 of Republic Act No. 7393, with the concurrence of the Securities and Exchange Commission dated June 3, 1992 and QUEDANCOR Board Resolution No. 4-92 dated June 11, 1992.
Authorized capital stock is Two Billion Pesos (₱2,000,000,000.00), divided into two billion (2,000,000,000) common and voting shares with par value of ₱1.00 per share.
Sixty percent (60%) or 1.2 billion shares are available solely for subscription by the National Government and/or government-owned or controlled corporations.
It is deemed to have subscribed to a number of shares equivalent in par value and considered paid for by the net assets of the Quedan Guarantee Fund Board, as determined and certified by the Commission on Audit within three (3) months from the effectivity of RA 7393.
No. Shares of the National Government and government-owned or controlled corporations may be sold to one another but not to private investors.
Forty percent (40%) or 0.8 billion shares are available solely by small farmers, fisherfolks, their cooperatives, and other private investors, whether individual, partnership, or corporation.
No private person (directly or indirectly, by interlocking directorate or other combinations, by trust, subscription, purchase, lease, mortgage, pledge, or other acquisition/encumbrance) may own at any one time more than ten percent (10%) of the portion of QUEDANCOR’s authorized capital stock that can be subscribed solely by private investors.
If a private investor owns/holds directly or indirectly more than 10% of QUEDANCOR’s authorized capital stock that can be subscribed solely by private investors, the investor cannot exercise voting privileges for shares beyond the 10% limit; QUEDANCOR must direct disposition of the excess shares in favor of other private investors.
Minimum subscription is 500 shares for individuals, 5,000 shares for cooperatives/partnerships, and 50,000 shares for corporations.
A duly accomplished Application for Subscription with required documents and corresponding payment. Every application is subject to the final approval of QUEDANCOR’s Corporate Secretary/President.
They must submit: (1) Certificate of Registration with SEC or CDA, (2) Articles of incorporation/cooperation/partnership, (3) List of current officers and board of directors/members, and (4) Board Resolution certified by the corporate/cooperative secretary authorizing subscription and specifying authorized signatory; for partnerships, an affidavit of undertaking of the managing partner to subscribe is required.
Payments may be in full or on deferred payment basis in cash or check. If paid through QUEDANCOR Field Officers, it must be in check form only. Check payments are value-dated on the day receipt of cleared funds occurs; the application is considered for approval as of that date.
Deferred payment requires a 25% down payment upon filing; the balance must be paid in not more than six (6) equal monthly installments, each due on or before the scheduled date.
If an installment is not paid on or before the scheduled due date, the due amount is subject to 1% interest per month of delay or fraction thereof.
Withdrawal may be made in writing before the application is approved by the Corporate Secretary/President. The corresponding payment is refunded without interest within a reasonable period of time.
The investor may be allowed to sell unpaid subscribed shares, but QUEDANCOR will not register the sale unless the total outstanding obligation has been fully paid.
Non-payment of three consecutive installments automatically renders the whole balance due and payable. If full payment is not made within 30 days from the due date of the last unpaid installment, all shares covered by the subscription become delinquent, and QUEDANCOR may sell the shares and apply proceeds (including down payment and accrued dividends) against unpaid subscribed shares, consistent with the Corporation Code.
Transfer is made on QUEDANCOR’s books only upon surrender of the original certificate, which is then marked CANCELLED by the Corporate Secretary and attached to the stub; a new certificate is issued. Lost/destroyed certificates may be replaced only after submitting an affidavit in triplicate showing ownership and facts of loss/destruction and complying with the Corporation Code requirements.
Venue of any action arising out of or in connection with the subscription is in the appropriate courts of Quezon City.