Re: Indivisibility of Subscription Contract; Payment of Balance of Unpaid Subscriptions; Delinquent Shares; Delinquency Sale

March 31, 2016SEC-OGC OPINION NO. 05-16RE: INDIVISIBILITY OF SUBSCRIPTION CONTRACT; PAYMENT OF BALANCE OF UNPAID SUBSCRIPTIONS; DELINQUENT SHARES; DELINQUENCY SALEEstelita Y. SyCorporate SecretaryRURAL BANK OF MAASIN (SOUTHERN LEYTE), INC.E. Rafols St., Tunga-tunga,Maasin City, Southern LeyteMadam :This refers to your letter dated 17 August 2015 requesting for a legal opinion on various matters, particularly on making of calls for payment of subscription on installment basis, indivisibility of subscription contract, payment of the balance of unpaid subscriptions, delinquent shares and delinquency sale. You mentioned in your letter that the Board of Directors of the Rural Bank of Maasin (Southern Leyte), Inc. (the Corporation, for brevity) is contemplating to make a call for the payment of the subscription for all stockholders on installment basis; that a certain percentage of the unpaid subscriptions shall be declared due and payable at different dates. Consequently, you requested clarification and/or confirmation on the following:1. Whether or not calls for the balance of subscriptions may be made by installments;2. Whether or not stock certificates may be issued for the equivalent of the shares...