Question

Scenario:

ABC Corporation, a domestic corporation engaged in business, wants to expand its operations by acquiring another company. XYZ Corp., a foreign corporation registered in a different jurisdiction, expresses interest in entering into a merger agreement with ABC Corporation. As legal counsel for ABC Corporation, advise your client on the following:

1. What are the requirements and procedures for a foreign corporation to merge with a domestic corporation in the Philippines?
2. What are the legal effects of the merger both to the merging corporations and their respective shareholders?
3. Are there any limitations or restrictions on the merger of a domestic corporation with a foreign corporation?