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PRESIDENTIAL DECREE NO. 1645
PRESIDENTIAL DECREE NO. 1645 -
AMENDING PRESIDENTIAL DECREE NO. 269, INCREASING THE CAPITALIZATION AND
BROADENING THE LENDING AND REGULATORY POWERS OF THE NATIONAL
ELECTRIFICATION ADMINISTRATION AND FOR OTHER PURPOSES
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WHEREAS,
under Presidential Decree No. 269, the National Electrification
Administration (NEA) is charged with the responsibility of organizing,
financing and regulating electric cooperatives throughout the
country; chanroblesvirtualawlibrary
WHEREAS, the total electrification of all municipalities by the year
1987 is a declared goal of the government;chanroblesvirtualawlibrary
WHEREAS, the international energy crisis may seriously delay the
attainment of electrification goals unless indigenous and renewable
energy resources are immediately developed to supplement existing power
systems;chanroblesvirtualawlibrary
WHEREAS, the development of systems powered by indigenous and renewable
energy resources will require funding support beyond the capability of
existing NEA capitalization and may require NEA equity investments in
the said systems;chanroblesvirtualawlibrary
WHEREAS, there is a distinct need to provide NEA with additional
authority to take measures that will better safeguard government inputs
in electric cooperatives and other entities that are or will be related
to the total electrification effort.
NOW, THEREFORE, I, FERDINAND E. MARCOS, President and Prime Minister of
the Republic of the Philippines, by virtue of the powers vested in me
by the Constitution, do hereby order and decree;chanroblesvirtualawlibrary
Section 1. Section 6 of Presidential Decree No. 269
(as amended) is hereby further amended to read as follows:cralaw:red
"Sec. 6. Capital Stock. — The authorized capital of
NEA shall be five billion pesos, divided into fifty (50) million shares
with a par value of one hundred pesos (P100.00) each, which shares
shall not be transferred, negotiated, pledged, mortgaged, or otherwise
given as security for the payment of any obligation. chanroblesvirtualawlibrary
The sum of not less than five hundred million pesos shall be earmarked
out of the corporate equity investment funds contained in Batas
Pambansa Blg. 40 and the same amount is hereby appropriated out of the
funds in the National Treasury not otherwise appropriated, for the
payment of subscriptions to NEA capital stock, for each year beginning
with fiscal year 1981 until the unpaid subscription of the government
to the capital stock of the corporation shall have been paid in full:
Provided, That additional amounts as may be needed shall be included in
the annual General Appropriations Acts."
Section 2. Section 4, Chapter II of Presidential
Decree No. 269 is hereby amended by deleting the word "and" at the end
of subsection "(n)", modifying subsection (1) and adding new
subsections (p), (q) and (r) to read as follows:cralaw:red
"(1) To require the submission of Articles of
Incorporation, by-laws, and documents relating to consolidation merger,
conversion, dissolution, change in the location of principal offices,
and election to dissolve, from all recipients of loans and/or equity
investments and upon determination that such are in conformity with
this Decree, to certify the same, to file them in the records of the
NEA and to maintain a registry of such filings the provisions of Act
No. 1458, as amended, to be contrary notwithstanding."
"(p) To invest and/or grant loans for the development
of power generation industries or companies, including dendro-thermal
and mini-hydro-power plants and associated facilities such as alcogas
and tree plantations, water impounding reservoirs and feeder roads:
Provided, That such investments and loans shall be limited to a
specific percentage of total requirements as may be determined by the
NEA Board of Administrators."
"(q) To organize wholly or partly owned companies and
subsidiaries for the purpose of operating power generating and
distribution systems and other related activities; and"
"(r) To organize wholly or partly owned subsidiaries
for the purpose of manufacturing materials and equipment for power
generating systems."
Section 3. Section 5(a), Chapter II of Presidential
Decree No. 269 is hereby amended by adding sub-paragraph (6) to read as
follows:cralaw:red
"(6) To authorize the NEA Administrator to designate,
subject to the confirmation of the Board Administrators, an Acting
General Manager and/or Project Supervisor for a Cooperative where
vacancies in the said positions occur and/or when the interest of the
Cooperative and the program so requires, and to prescribe the functions
of said Acting General Manager and/or Project Supervisor, which powers
shall not be nullified, altered or diminished by any policy or
resolution of the Board of Directors of the Cooperative concerned."
Section 4. Section 8(b), Chapter II of
Presidential Decree No. 269 is hereby amended to read as follows:cralaw:red
"(b) With respect to foreign indebtedness to be
incurred by the NEA, such may be contracted, in the form of loans,
credits convertible to foreign currencies, or other forms of
indebtedness, from foreign governments or any international financial
institution or fund source, including foreign private lenders. The
total outstanding amount of such indebtedness exclusive of interest,
shall not exceed eight hundred million United States dollars or the
equivalent thereof in other currencies. The President of the
Philippines by himself or through his duly authorized representative is
hereby authorized to negotiate and to contract with foreign governments
or any international financial institution or fund source in the name
and on behalf of NEA and is further authorized to guarantee, absolutely
and unconditionally, as primary obligor and not merely as a surety, in
the name and on behalf of the Republic of the Philippines, the
repayment of any indebtedness thereby contracted and the payment
thereof of any due interest charge, up to the limited amount authorized
by the foregoing, which shall be over and above the amounts which the
President is authorized to guarantee under R.A. 6142, as amended and
also to guarantee the performance of all or any of the obligations
undertaken by the NEA in the territory of the Republic of the
Philippines pursuant to this sub-paragraph (b). Any indebtedness
contracted under this sub-paragraph (b) and the payment of the
principal thereof and of any interest charges thereon, as well as the
importation by the NEA, paid from the proceeds of any such contracted
interest charges thereon, as well as the importation of machinery,
equipment, materials, supplies and services by the NEA, paid from the
proceeds of any such contracted indebtedness, shall also be exempt from
all direct and indirect taxes, fees, imposts, other charges and
restrictions, including import restrictions, by the Republic of the
Philippines or by any authority, branch, division or political
subdivision thereof."
Section 5. Section 10, chapter II of Presidential
Decree No. 269 is hereby amended to read as follows:cralaw:red
"Section 10. Enforcement Powers and Remedies. — In
the exercise of its power of supervision and control over electric
cooperatives and other borrower, supervised or controlled entities, the
NEA is empowered to issue orders, rules and regulations and motu-propio
or upon petition of third parties, to conduct investigations, referenda
and other similar actions in all matters affecting said electric
cooperatives and other borrower, or supervised or controlled
entities. chanroblesvirtualawlibrary
If the electric cooperative concerned or other similar entity fails
after due notice to comply with NEA orders, rules and regulations
and/or decisions, or with any of the terms of the Loan Agreement, the
NEA Board of Administrators may avail of any or all of the following
remedies:cralaw:red
(a) Refuse to make or approve any loan to the
borrower or to release funds to implement loans that are otherwise
already approved;chanroblesvirtualawlibrary
(b) Withhold NEA advances, or withhold approval of
advances or fund releases in behalf of any other lender with respect to
which the NEA has such power relative to loans made;chanroblesvirtualawlibrary
(c) Withhold any technical or professional assistance
otherwise being furnished or that might be furnished to the borrower;chanroblesvirtualawlibrary
(d) Foreclosure any mortgage or deed of trust or
other security hold by the NEA on the properties of such borrower, in
connection with which the NEA may subject to any superior or co-equal
rights in such lien held by any other lender, (1) bid for and purchase
or otherwise acquire such properties; (2) pay the purchase price
thereof and any costs and expenses incurred in connection therewith out
of the revolving fund; (3) accept title to such properties in the name
of the Republic of the Philippines; and (4) even prior to the
institution of foreclosure proceedings, operate or lease such
properties for such period, and in such manner as may be deemed
necessary or advisable to protect the investment therein, including the
improvement, maintenance and rehabilitation of systems to be
foreclosed, but the NEA may, within five years after acquiring such
properties in foreclosure proceedings; sell the same for such
consideration as it determines to be reasonable and upon such terms and
conditions as it determines most conducive to the achievement of the
purposes of this Decree; or chanroblesvirtualawlibrary
(e) Take preventive and/or disciplinary measures
including suspension and/or removal and replacement of any or all of
the members of the Board of Directors, officers or employees of the
Cooperative, other borrower institutions or supervised or controlled
entities as the NEA Board of Administrators may deem fit and necessary
and to take any other remedial measures as the law or the Loan
Agreement may provide. "
No Cooperative shall borrow money from any source without the Board of
Administrator's prior approval: Provided, That the NEA Board of
Administrators, may, by appropriate rule or regulation, grant general
permission to Cooperative to secure short-term loans not requiring the
encumbrance of their real properties or of a substantial portion of
their other properties or assets.
Section 6. The provisions of Section 15 to 40,
Chapter III of Presidential Decree No. 269, governing cooperatives
shall be also applicable to mini-hydro and cendro-thermal power plants,
alcogas and tree plantation and other power generating entities
supported by NEA.
Section 7. Subsection (a), Section 24, Chapter III of
Presidential Decree No. 269 is hereby amended to read as follows:cralaw:red
"Section 24. Board of Directors. — (a) The Management
of a Cooperative shall be vested in its Board, subject to the
supervision and control of NEA which shall have the right to be
represented and to participate in all Board meetings and deliberations
and to approve all policies and resolutions. chanroblesvirtualawlibrary
The composition, qualifications, the manner of elections and filing of
vacancies, the procedures for holding meetings and other similar
provisions shall be defined in the by-laws of the Cooperative subject
to NEA policies, rules and regulations.
No member of the Board shall receive any salary for his service as
Director nor for services rendered in any other capacity. However,
reasonable per diems for every Board meeting actually attended and
reimbursement of actual expenses incurred in the performance of the
duties of a member of the Board may be allowed as specified in NEA
policies, rules and regulations."
Section 8. Section 26, Chapter III of Presidential
Decree No. 269 hereby amended to read as follows:cralaw:red
"Section 26. Officers. — The officers of a
cooperative shall consist of a President, Vice-President, Secretary and
Treasurer, who shall be elected annually by and from the Board. When a
person holding such office ceases to be a director, he shall ipso facto
cease to hold such office. The offices of Secretary and of Treasurer
may be hold concurrently by one person. The Board may also elect or
appoint such other officers, agents or employees as it deems necessary
or advisable and shall prescribe their powers and duties, subject to
the pertinent provisions of this Decree, the Loan Agreement, and NEA
policies, rules and regulation." chanroblesvirtualawlibrary
Section 9. Effectivity. — This Decree shall take
effect immediately.
Done in the City of Manila,
this 8th day of October, in the year of Our Lord, nineteen hundred and
seventy-nine.
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