Our client, Mr. Y, almost got into trouble for not seeking an attorney in advance to avoid the risk.
Fortunately, he found us at the last minute and eventually avoided huge losses.
Mr. Y. was interested in a Philippine house with a sea view, owned by a family business with shareholders all over the world. He decided to buy it immediately and received a simple contract, which at first glance seemed to go well.
However, before making the payment, Mr. Y consulted our team of lawyers. We found that the contract lacked a board resolution and a certificate from the secretary of the board, posing a significant legal risk.
We advised Mr. Y not to sign and explained the importance of these documents: the board resolution is a decision on a major corporate matter and the board secretary's certificate confirms the authenticity of the resolution.
So we began a “tug of war” with the sellers.
Since the sellers were scattered all over the world, fearful of trouble and unwilling to deal with it, they provided only a copy of the minutes of the board meeting at which they had agreed to sell the property, which they claimed was a substitute for a formal board resolution.
Our attorney was adamantly opposed to this and made it clear that this alternative was not legal. After several difficult communications and negotiations between the attorneys and the sellers, they finally agreed to provide an official board resolution and supporting documentation from the board secretary
After obtaining these documents, the team of lawyers scrutinized them meticulously to ensure that the content and form of the documents fully complied with the legal requirements. Only after confirming that there were no errors did they advise Mr. Y to sign. Through these efforts, the legal team not only ensured the legality and security of the transaction, but also successfully helped Mr. Y avoid potential legal risks and financial losses.
With this case, you should understand how important board resolutions and board secretary certificates are when purchasing property in the name of a company.
The resolution of the Board of Directors is not only the basis for the Company to make major external decisions.
It is also a necessary document to guarantee the legitimacy of the transaction
The certificate of the secretary of the board of directors is the official confirmation of the content of the resolution.
Having these two documents ensures that every step of the transaction is under the protection of the law.
Without these documents, the buyer may face the risk of not being able to transfer the property, invalidating the transaction, etc., resulting in significant financial loss and time and energy spent.
In property transactions, it is crucial to seek professional legal advice in advance to avoid risks. Mr. Y would have likely fallen into a legal trap and ended up losing a lot of money if he had not consulted us.
Therefore, it is important to seek professional legal advice when undertaking a major transaction to ensure that every step of the process is under the protection of the law.