November 8, 2018
SEC EN BANC CASE NO. 02-14-315
Ultra Vires Act (Sec. 45 Corp. Code)
READY FORM, INC., appellant, vs. EASTLAND PRINTINK, INC., appellee.
DECISION
This is an Appeal filed by READY FORM, INC. (READY FORM), seeking to reverse the Letter-Order dated 18 November 2013 of the ENFORCEMENT AND INVESTOR PROTECTION DEPARTMENT (EIPD), where the EIPD dismissed its Complaint-Affidavit against alleged EASTLAND PRINTINK, INC. (EASTLAND) for alleged Ultra Vires Acts in violation of Section 45 of the Corporation Code.
RELEVANT FACTS
EASTLAND is a corporation duly-registered 1 with the Commission.
On 10 December 2010, EASTLAND amended its Articles of Incorporation to include "to engage in repair and general construction business" as a Secondary Purpose.
On 14 December 2010, EASTLAND was awarded a contract for the "Check-up/Repair/Supply parts of Elevator II" by the National Printing Office (NPO) 2 through emergency procurement.
On 22 July 2013, READY FORM's Complaint-Affidavit 3 against EASTLAND was referred to the EIPD, for alleged violation of Section 45 of the Corporation Code.
READY FORM alleged that "construction" does not include elevator repair, viz.:
x x x EASTLAND's Articles of Incorporation does not...
