It is stated in SEC. 35 of Batas Pambansa Blg. 68 "The Corporation Code of the Philippines", about the creation of Executive of committee as follows:
SEC. 35. Executive committee. - The by-laws of a corporation may create an executive committee, composed of not less than three member of the board, to be appointed by the board. Said committee may act, by majority vote of all its members, on such specific matters within the competence of the board, as may be delegated to it in the by-laws or on a majority vote of the board, except with respect to: (1) approval of any action for which shareholders' approval is also required; (2) the filling of vacancies in the board; (3) the amendment or repeal of by-laws or the adoption of new by-laws; (4) the amendment or repeal of any resolution of the board which by its express terms is not so amendable or repealable; and (5) a distribution of cash dividends to the shareholders.
