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SEC. 116. One Person Corporation. –
A One Person Corporation is
a corporation with a
single stockholder:
Provided, That only a natural person, trust, or an estate may form a One Person
Corporation.
Banks and quasi-banks, pre-need, trust, insurance, public and publicly-listed companies,
and non-chartered government-owned and -controlled corporations may not incorporate as One
Person Corporations:
Provided, further, That a natural person who is licensed to exercise a
profession may not organize as a One Person Corporation for the
purpose of exercising such
profession except as otherwise provided under special laws.
SEC. 117. Minimum Capital Stock Required for One Person Corporation. – A One
Person Corporation shall not be required to have a minimum authorized capital stock except as
otherwise provided by special law.
SEC. 118. Articles of Incorporation. – A One Person Corporation shall file articles of
incorporation in accordance with the requirements under Section 14 of this Code. It shall likewise
substantially contain the following:
(a) If the single stockholder is a trust or an estate, the name,
nationality, and residence of
the trustee, administrator, executor, guardian, conservator, custodian, or other person exercising
fiduciary duties together with the proof of such authority to act on behalf of the trust or estate;
and
(b) Name, nationality, residence of the nominee and alternate nominee,
and the extent,
coverage and limitation of the authority.
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