Creation and Corporate Identity
- LLDA is established as a body corporate within 120 days from the Act's approval.
- It executes powers and functions to achieve rapid and balanced regional development.
- Principal office to be located within the Laguna Lake region, with branch offices as necessary.
Key Purposes and Functions
- Conduct comprehensive surveys of physical, natural, social, and economic resources in the region.
- Draft and implement detailed development plans.
- Provide planning and technical assistance to investors.
- Recommend financing and prioritization of agriculture, industry, and commerce projects.
- Review and approve regional development plans and projects submitted by government or private entities.
- Engage in agriculture, industry, commerce, or complementary activities, especially those beyond private enterprise capacity.
- Oversee population resettlement and relocation within the region if needed.
- Submit annual and special reports on operations to stockholders.
- Facilitate financial assistance and act as surety to enterprises.
- Undertake reclamation projects as needed.
Corporate Powers
- LLDA may sue, be sued, enter contracts, acquire and dispose of property, and exercise eminent domain.
- It may borrow funds locally or internationally independent of bond issues.
- Authorized to invest in shares and securities of other corporations or government agencies.
- Perform all corporate acts permissible under Philippine law for a corporate entity.
Capitalization and Stock Structure
- Authorized capital stock of Php100 million divided into 1 million shares (700,000 common voting shares, 300,000 preferred non-voting shares).
- Initial stock subscription includes Php20 million subscribed; Php5 million fully paid.
- Provinces of Laguna and Rizal must subscribe at least 60% of 200,000 common shares equally, with 25% fully paid.
- Private investors subscribing to common shares must also purchase preferred shares on a one-to-one basis.
Subscription by Local Government Units
- Municipalities, cities, and provinces are authorized to subscribe to, own, and hold LLDA shares.
Financing and Bond Issuance
- Annual appropriation of Php500,000 for two years from the national fund to cover operating expenses.
- The Board may issue bonds to incur indebtedness for authorized purposes, subject to stockholders' majority approval.
- Bond issuance terms include amount, interest rates, maturity, convertibility, and currency denomination.
- Bonds are exempt from taxes except inheritance and gift taxes, and acceptable as government transaction securities.
- A sinking fund must be established to ensure bond redemption at maturity.
- The Philippine government guarantees payment of bonds and related obligations; the Secretary of Finance authorized to pay from the National Treasury if necessary.
Exemptions and Tax Treatment
- LLDA operations and its subsidiaries are exempt from taxes, licenses, fees, and duties, with subsidiaries gradually subject to taxes five years after establishment.
- Bonds and related securities issued by LLDA are tax-exempt.
Governance and Management Structure
- A seven-member Board of Directors holds corporate powers.
- Board elects chairman, vice-chairman, and a secretary annually.
- Board terms are staggered initially; subsequent directors serve four-year terms.
- Minimum attendance quorum and voting requirements established.
- Directors must be natural-born Filipinos of irreproachable integrity and competence.
- Conflict-of-interest rules bar members from benefiting financially from contracts with LLDA; breaches lead to disqualification.
- Board members may be removed by a three-fourths stockholder vote.
- Board meets at least monthly; members receive per diems and expense reimbursements.
Role and Qualifications of General Manager
- General Manager is the chief executive, responsible for policy implementation, internal administration, and preparing Board agendas.
- Must demonstrate executive competence and experience in public administration or enterprise management.
- Serves six-year fixed term unless removed by two-thirds stockholders' vote.
- Is an ex-officio, non-voting Board member.
- Must reside within the region and dedicate full time to LLDA duties.
Supporting Officials and Organizational Structure
- Assistant General Manager, division chiefs for operations and planning, corporate counsel, treasurer, and other officials under the General Manager’s supervision.
- Personnel are selected based on merit through a comprehensive merit system.
- Board appoints assistant GM and division chiefs; the GM appoints other employees under the merit system with quarterly reporting to the Board.
Operational, Financial, and Administrative Regulations
- Contracts involving personnel must guarantee payment of minimum wage.
- Plans for the region’s development must be formulated and reported within one year of LLDA's organization.
- Purchases and service contracts require proper bidding unless exceptions apply (amount under PhP5,000 or emergencies).
- Internal and external auditors are appointed to produce periodic financial and operational audit reports.
Definitions and Coverage
- Terms such as "Act," "Authority," "Board," "Region," and others are defined for clarity.
- The region includes Laguna, Rizal, and specified cities (San Pablo, Manila, Pasay, Quezon, Caloocan).
- Definitions clarify roles and concepts such as government instrumentalities, municipal/government corporations, investors, external auditors, and subsidiary corporations.
Repealing Clause and Effectivity
- Laws and regulations inconsistent with this Act are repealed or modified accordingly.
- The Act takes effect upon approval on July 18, 1966.