Board of directors; election;term vacancies; and salaries.
Section 15
SEC. 15. Board of directors; election;term vacancies; and salaries.—No person shall serve as a director of a registered investment company unless he is a Filipino citizen and elected to that office by the holders of the outstanding voting securities of such company, at an annual or a special meeting duly called for that purpose; except that vacancies occurring between such meetings may be filled in any otherwise legal manner if immediately after filling any such vacancy at least two-thirds of the directors then holding office shall have been elected to such office by the holders of the outstanding voting securities of the company at such an annual or special meeting. In the event that at any time less than a majority of the directors of such company holding office at that time were so elected by the holders of the outstanding voting securities, the board of directors or proper officer of such company shall forthwith cause to be held as promptly as possible and in any event within sixty days a meeting of such holders for the purpose of electing directors to fill any existing vacancies in the board of directors unless the Commission shall by order extend such period. The foregoing provisions shall not apply to members of an advisory board. No member of the Board of Directors or any executive official shall receive any salary or emolument from the investment company at a rate higher than that fixed by the Commission after taking into consideration; the experience and qualifications of the official concerned; the amount and nature of securities issued by the company; the size and standing of the company in the business community; the volume of business done by the company; the number of years the company has been in business; and other pertinent conditions and circumstances: Provided, however, That in no case shall the operational expenses of such company exceed ten per cent of the total investment fund received from the investors: And provided, finally, That non-compliance with the provisions of this Act shall cause the cancellation of its registration and the liquidation of its assets for redistribution to investors.