Title
Laguna Lake Development Authority Act
Law
Republic Act No. 4850
Decision Date
Jul 18, 1966
The Laguna Lake Development Authority Act of 1966 establishes the Laguna Lake Development Authority as a body corporate with the power to lead and promote the development of the Laguna Lake area, conduct surveys, provide assistance to investors, and undertake reclamation projects, among other activities, with an authorized capital of P100,000,000 and the ability to issue bonds, while being exempt from taxes and guaranteed by the Republic of the Philippines.

Law Summary

Creation and Structure of the Authority

  • A corporate body named Laguna Lake Development Authority (LLDA) is established within 120 days of the Act's approval.
  • LLDA has the authority to execute powers and functions to achieve its development objectives.
  • The principal office shall be situated within the Laguna Lake region with possible branches as needed.

Scope and Functions of the Authority

  • Conduct comprehensive surveys of natural resources, social conditions, hydrology, and potential for tourism and industries.
  • Prepare and implement detailed development plans.
  • Provide planning, management, and technical assistance to investors.
  • Evaluate and approve local development plans related to the region, with its decisions being final.
  • Engage in agriculture, industry, commerce, or related activities, particularly new ventures that private sectors may not pursue.
  • Manage population readjustment, relocation, or resettlement within the region.
  • Submit an annual financial and operational report to stockholders.
  • Facilitate loans and guarantee financial assistance to enterprises.
  • Undertake land reclamation projects from Laguna Lake if necessary.

Corporate Powers

  • Exercise corporate rights such as suing, adopting bylaws, entering contracts, and holding property.
  • Use eminent domain to acquire property necessary for development objectives.
  • Borrow funds independently and invest in other corporations.
  • Perform any authorized corporate acts and transactions needed to fulfill its mandate.

Capitalization and Financing

  • Authorized capital stock set at 100 million pesos, divided into 1 million shares (700,000 common voting shares and 300,000 preferred non-voting shares).
  • Initial subscription requires 20 million pesos, with 5 million pesos fully paid.
  • Provinces of Laguna and Rizal must subscribe at least 60% of 200,000 common shares, with 25% paid.
  • Remaining shares are available to cities, municipalities, private investors, and government entities with conditions for private investor subscriptions.
  • Municipal corporations authorized to subscribe and hold shares.
  • Initial operational funding of 500,000 pesos appropriated for two years from the national fund.
  • Authority may issue bonds with approval by the Board and majority of stockholders; bonds are governed by terms set by the Board.
  • Bonds may be payable in Philippine or convertible foreign currency and are accepted as security in government transactions.

Tax Exemptions

  • The Authority and its subsidiaries are exempt from taxes, licenses, fees, and duties related to its operations.
  • Subsidiaries become subject to taxes on a graduated scale starting from the sixth year.
  • Notes, bonds, debentures, and obligations issued by the Authority are exempt from taxes except inheritance and gift taxes.

Establishment of a Sinking Fund

  • A sinking fund is created to ensure bond redemption at maturity.
  • The fund is managed by the Treasurer, invested as directed by the Board, and used for bond servicing.

Government Guarantee

  • The Republic of the Philippines guarantees payment of principal and interest on bonds issued by the Authority.
  • The Secretary of Finance shall pay on behalf of the Authority if it defaults, with the government succeeding to bondholder rights upon such payments.

Management and Corporate Governance

  • The Board of Directors consists of seven members with staggered terms and annual elections of officers.
  • A Chairman, Vice-Chairman, and Secretary (not necessarily a Director) are elected annually.
  • Vacancies handled by the Vice-Chairman or new election; quorum requires at least four members.
  • Directors must be natural-born citizens, reputable for integrity and competence; government employees may serve with consent.
  • Strict conflict of interest prohibitions apply; violation results in automatic disqualification and nullification of contracts.
  • Board members may be removed by a three-fourths vote of stockholders.
  • Board meets at least monthly and receives per diems with reimbursement for expenses.

Powers and Appointment of the General Manager

  • The General Manager is the chief executive responsible for policy implementation, administration, and operations.
  • Must have executive competence with experience in public administration or management.
  • Serves a six-year term but removable by two-thirds stockholder vote.
  • Non-voting ex-officio Board member.
  • Receives fixed annual compensation and allowances.
  • Required to reside in the region and avoid outside business during tenure.

Organizational Structure and Personnel

  • Leadership supported by Assistant General Manager, division chiefs for operations and planning, corporate counsel, and treasurer.
  • Employment governed by a merit system focusing on fitness and competency.
  • Appointment of division chiefs and assistant manager by Board upon General Manager’s recommendation; other personnel appointed by General Manager.
  • Contracts must ensure compliance with minimum wage laws.

Planning and Procurement

  • Board to formulate development plans within one year.
  • Procurement follows public bidding except for amounts below 5,000 pesos or emergencies.
  • Bidding considers cost, quality, financial responsibility, delivery time, and specifications.

Financial Oversight and Auditing

  • An internal auditor is appointed to report to the Board on financial conditions and operations semiannually or annually.
  • An external reputable auditing firm is engaged to provide independent audit reports on the Authority’s finances.

Legal Provisions

  • The Act’s provisions are separable; invalidity of any part does not affect others.
  • Key terms are defined: Act, Authority, Board, Region, Government entities, Investors, External Auditor, and Subsidiary Corporation.
  • All conflicting laws and regulations are repealed or modified accordingly.

Effectivity

  • The Act takes effect immediately upon approval on July 18, 1966.

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