Total (Phils.) Corp. v. Commissioner of Internal Revenue

THIRD DIVISION [C.T.A. CASE NOS. 8056 & 8163. December 19, 2014.] TOTAL (PHILIPPINES) CORPORATION , petitioner , vs . COMMISSIONER OF INTERNAL REVENUE , respondent . AMENDED DECISION FABON-VICTORINO , J p : In the assailed Decision 1 of January 28, 2014, the Court denied these consolidated Petitions for Review for lack of merit. The Court found petitioner's claim for refund or issuance of tax credit certificate in the aggregate amount of P187,554,770.69, representing unutilized input value-added tax (VAT) attributable to zero-rated sales for taxable year 2008, without merit hinged on the following grounds: 1. the amount of P59,191,588.71 are not properly substantiated by VAT invoices or official receipts in accordance with Sections 110 (A) and 113 (A) and (B) of the National Internal Revenue Code (NIRC) of 1997, as amended, and as implemented by Sections 4.110-8 and 4.113-1 of Revenue Regulations (RR) No. 16-2005, as amended; 2. petitioner's input VAT claim on importation of goods amounting to P2,083,964,047.62 have no supporting Import Entry and Internal Revenue Declarations (IEIRDs), Bureau of Customs or bank official receipts or are supported by IEIRDs but with no machine validation pursuant to Section 110 (A) (1) (b) of the NIRC of 1997, as amended, and Section 4.110-8 (a) (1) of RR No. 16-2005, as amended; and 3. there is no excess input VAT which may be the subject of a claim for refund or issuance of tax credit certificate under Section 112 (A) of the NIRC of 1997, as amended. DIECTc On February 13, 2014, petitioner filed a Motion for Reconsideration/New Trial , 2 followed by a Supplemental Motion for Reconsideration/New Trial 3 filed on March 14, 2014, both praying to reconsider the assailed Decision and grant a new trial for the presentation of supporting documents. On March 6, 2014, respondent filed her Opposition . 4 On May 26, 2014, 5 the Court granted petitioner's motion to reopen the case for presentation of additional documents and held in abeyance the resolution of its Motion for Reconsideration . During the hearing, petitioner presented its Tax Manager, Mr. Dennis Odra, who identified the exhibits referred to in his Judicial Affidavit, all of which were admitted in evidence per Resolution dated September 23, 2014. Hence, this Amended Decision. Petitioner cites the following grounds to justify reconsideration of the assailed Decision, to wit: 1. On the assumption that there are indeed higher output taxes than input taxes due to disallowances of input taxes, petitioner's claim for input taxes related to the zero-rated sales should not be affected; 2. The input tax carried-over from the previous quarter had been validated; 3. Petitioner's sales in 2008 were export sales; the same having been actually exported or sold to entities registered with PEZA/CDC/SBMA. Hence, these sales should be treated as VAT zero-rated transactions; and 4. The disallowed input tax on importation in the amount of P2,083,964,047.62 has been substantiated. DTEScI Petitioner's motion is partly meritorious. On the first ground, petitioner contends that under Section 112 (A) of the National Internal Revenue Code (NIRC) of 1997, as amended, a taxpayer is entitled to a refund of input taxes attributable to zero-rated sales to the extent that they were not applied against output taxes. According to petitioner, there is no requirement to apply the input taxes related to zero-rated sales against output taxes, and only when there is an excess will a refund be allowed. Petitioner posits that a taxpayer has the right to claim in the form of refund all input taxes attributable to zero-rated sales. Petitioner's stance is untenable. Section 112 (A) of the NIRC of 1997, as amended, provides as follows: "SEC. 112. Refunds or Tax Credits of Input Tax. (A) Zero-rated or effectively Zero-rated Sales. Any VAT-registered person, whose sales are zero-rated or effectively zero-rated may, within two (2) years after the close of the taxable quarter when the sales were made, apply for the issuance of a tax credit certificate or refund of creditable input tax due or paid attributable to such sales, except transitional input tax, to the extent that such input tax has not been applied against output tax : Provided, however , That in the case of zero-rated sales under Section 106(A)(2)(a)(1), (2) and (b) and Section 108(B)(1) and (2), the acceptable foreign currency exchange proceeds thereof had been duly accounted for in accordance with the rules and regulations of the Bangko Sentral ng Pilipinas (BSP): Provided, further , That where the taxpayer is engaged in zero-rated or effectively zero-rated sale and also in taxable or exempt sale of goods or properties or services, and the amount of creditable input tax due or paid cannot be directly and entirely attributed to any one of the transactions, it shall be allocated proportionately on the basis of the volume of sales: Provided, finally , That for a person making sales that are zero-rated under Section 108(B)(6), the input taxes shall be allocated ratably between his zero-rated and non-zero rated sales. SDTIaE xxx xxx xxx (C) Period within which Refund or Tax Credit of Input Taxes shall be Made. In proper cases , the Commissioner shall grant a refund or issue the tax credit certificate for creditable input taxes within one hundred twenty (120) days from the date of submission of complete documents in support of the application filed in accordance with Subsection (A) hereof. In case of full or partial denial of the claim for tax refund or tax credit, or the failure on the part of the Commissioner to act on the application within the period prescribed above, the taxpayer affected may, within thirty (30) days from receipt of the decision denying the claim or after the expiration of the one hundred twenty day-period, appeal the decision or the unacted claim with the Court of Tax Appeals." (Emphases supplied) While it may be true that Section 112 (A) suggests that input VAT, which is attributable to zero-rated sales and "to the extent that such input tax has not been applied against the output tax", may be applied, without any further requirement, for the issuance of a tax credit certificate or refund, the said provision should be read or applied in conjunction with other provisions of the VAT law. CaAIES Thus, the aforequoted Section 112 must be read with Section 110 (B) of the same Code, which states, thus: "SEC. 110. Tax Credits. xxx xxx xxx (B) Excess Output or Input Tax. If at the end of any taxable quarter the output tax exceeds the input tax, the excess shall be paid by the VAT-registered person. If the input tax exceeds the output tax, the excess shall be carried over to the succeeding quarter or quarters: Provided, however , That any input tax attributable to zero-rated sales by a VAT-registered person may at his option be refunded or credited against other internal revenue taxes, subject to the provisions of Section 112 ." (Boldfacing supplied) Evident from the proviso of the foregoing Section 110 (B) that the refund or credit of "any input tax attributable to zero-rated sales by a VAT-registered person" is "subject to the provisions of Section 112." In other words, the provision on such refund or credit is not confined to paragraph (A), but to the whole provision of Section 112. The term "in proper cases" under Section 112 (C) qualifies the granting of refund under Section 112 (A). Thus, it is not only when the input VAT is attributable to zero-rated sales and the same has not been applied against the output VAT that the grant of refund or tax credit may be made; it must likewise be "proper" or appropriate under the circumstances. The first sentence of the aforequoted Section 110 (B) is plain that "if at the end of any taxable quarter the output tax exceeds the input tax, the excess shall be paid by the VAT-registered person." Thus, it would be improper or inappropriate, if not irregular, to grant a refund of, or issue a tax credit certificate for input VAT in favor of a taxpayer-claimant where there are still unpaid output VAT. Anent the second ground, petitioner argues that there is no requirement to validate the input tax carried over from the previous quarter. Allegedly, what is required is for the taxpayer to validate only the input taxes out of which the claim is being made. If there are any issues or imperfections of the input taxes generated in previous periods, that is a concern to be addressed in those periods and should not affect the amount that was carried-over to a subsequent period. Petitioner submits that based on the ICPA report, input tax for the years 2006 and 2007 had been validated and were properly supported. Further, these input taxes were duly recorded and presented in petitioner's general ledger and audited financial statements. That being the case, petitioner has the right to claim those as input VAT and apply against the output tax due for the year 2008. TcIHDa The Court is not persuaded. Pursuant to Section 110 (A) (1) and (B) of the NIRC of 1997, as amended, the input taxes (including the input taxes carried-over from the previous quarter) shall be credited against the output taxes only if the same are supported by VAT invoices (in cases of purchases of goods or properties) or VAT official receipts (in cases of purchases of services, use or lease of properties) issued in accordance with Section 113 of the same Code. Thus, without the presentation of the related VAT invoices or official receipts, petitioner's input tax carry-over from the previous years 2006 and 2007 shall not be credited against its output tax for the subject year 2008. As to the third ground, it can be recalled that in the assailed Decision, this Court held that petitioner's sales of goods to entities located in export processing zones such as the Philippine Economic Zone Authority (PEZA), Subic Bay Metropolitan Authority (SBMA) and Clark Development Corporation (CDC) as well as to Board of Investments (BOI)-registered manufacturer/producer whose products are 100% exported qualify for VAT zero-rating pursuant to Section 106 (A) (2) of the National Internal Revenue Code (NIRC) of 1997, as amended and Section 4.106-5 of Revenue Regulations (RR) No. 16-05, as amended by RR No. 04-07. The Court further held that since the period covered by the instant claim is taxable year 2008, only the Certifications attesting to the fact that the named entities therein are duly registered with the PEZA, SBMA, CDC or BOI for the year 2008 shall be considered valid for purposes of determining petitioner's zero-rated sales for the year 2008. Thus, the Court denied petitioner's sales to Subic Shipyard and Engineering for the year 2008 in the amount of P42,670.00 for petitioner's failure to submit certification stating that such entity is a special economic or freeport zone enterprise for the year 2008 and/or other documents to prove that such sales are VAT zero-rated. Likewise, the Court disallowed petitioner's sales to Nidec Subic Philippines Corporation from December 4, 2008 to December 31, 2008 in the amount of P566,328.00 and Phoenix Gold Energy, Inc. for January 2008 in the amount of P104,604,712.60 as the Certifications submitted by petitioner do not show that these entities were registered with the CDC and SBMA for the said respective periods. 6 Subic Shipyard and Engineering, Inc. (October 2008) P42,670.00 PhoenixGlod Energy (January 2008) 104,604,712.60 Nidec Subic Phil. Corp. (December 4 to 31, 2008) 566,328.00 Davao Agricultural Ventures Corp. (2008) 5,108,320.00 However, it is to be noted that although the Court ruled that the sales to Subic Shipyard and Engineering in the amount of P42,670.00 does not qualify for VAT zero-rating, the same was inadvertently not deducted in arriving at the amount of P1,531,397,312.49 representing petitioner's valid zero-rated sales for the year 2008. 7 HECTaA Petitioner, in its motion, contends that the certifications/certificates of registration presented to the Court establish or confirm that its customers-companies are indeed locators with the various economic zones or registered with the BOI. The PEZA, CDC, BOI and SBMA could not have issued the certifications if these entities are not registered with these agencies. And as confirmed locators or registered companies, the sales to them are considered export sales. Further, there is no requirement that entities registered with PEZA, CDC, BOI or SBMA should secure from the said agencies certification of their entitlement to the benefits or incentives to cover a very specific period. Petitioner avers that absent a certification for a specific period does not divest the locator of its entitlement to the incentives, such as the VAT zero-rating of its purchases. Allegedly, it is the registration and location in a Freeport or economic zone that entitle it to the VAT zero-rating of its purchases. Nevertheless, in its Supplemental Formal Offer of Evidence , petitioner presented a Certificate of Registration issued by CDC showing that Phoenix Gold Energy, Inc. is registered as a Clark Special Economic Zone Enterprise for the period starting February 1, 2007 to January 31, 2008. 8 It also presented the audited financial statements of Nidec Subic Philippines Corporation 9 and Subic Shipyard and Engineering, Inc. 10 An examination of these documents revealed that petitioner's sales to Phoenix Gold Energy, Inc. for the month of January 2008, in the amount of P104,604,712.60, entitled to VAT zero-rating. However, with regard to petitioner's sales to Nidec Subic Philippines Corporation in the amount of P566,328.00 from December 4, 2008 to December 31, 2008 and Subic Shipyard and Engineering, Inc. in the amount of P42,670.00 for October 2008, they shall still be denied VAT zero-rating. The audited financial statements do not specifically state the effectivity period of the registration of the said entities with SBMA. Thus, it cannot be determined whether the aforesaid sales fall within the covered period of the entities' registration with SBMA. HAaECD Consequently, out of the P1,644,257,527.16 zero-rated sales reported by petitioner for the year 2008, only the amount of P1,635,959,269.09 is duly substantiated, computed as follows: Zero-Rated Sales per Quarterly VAT Returns P1,644,257,527.16 11 Less: Disallowances Difference in Zero-Rated Sales Per VAT Returns and Per Monthly Lists of Sales 2,580,940.07 12 Reported Zero-Rated Sales to the following entities which do not have proof of registration as special economic or freeport zone enterprise for the following periods: Nidec Subic Phil. Corp. (December 4 to 31, 2008) 566,328.00 13 Davao Agricultural Ventures Corp. (2008) 5,108,320.00 14 Subic Shipyard and Engineering, Inc. 42,670.00 15 Total Valid Zero-Rated Sales P1,635,959,269.09 With regard to the fourth ground, note that pursuant to Section 110 (A) (1) (b) of the NIRC of 1997, as amended, and Section 4.110-8 (a) (1) of Revenue Regulations (RR) No. 16-2005, as amended, the Court denied petitioner's input VAT claim on importation of goods amounting to P2,083,964,047.62 as they have no supporting Import Entry and Internal Revenue Declarations (IEIRDs), Bureau of Customs or bank official receipts or supported by IEIRDs but with no machine validation. Petitioner claims that it was unfortunate that it relied on the ICPA's representation that all the faithful reproduction of the IEIRDs were all submitted to the Court. Further, the ICPA actually marked and identified these IEIRDs as Exhibits FFFF-1.1 to FFFF-1.226 without exceptions as indicated in his Judicial Affidavit dated September 12, 2011. Much to its surprise only the front pages were photocopied when the back pages contained the data machine validations. And to prove that the input VAT of P2,083,964,047.62 had in fact been paid, petitioner proffered before the Court the related IEIRDs and BOC/bank official receipts. A revisit of the supplemental evidence as well as those previously presented by petitioner, the Court finds that out of the P2,083,964,047.62 input VAT on importation previously disallowed by the Court, the amount of P2,046,707,613.04 duly supported by machine validated IEIRDs and/or BOC or bank official receipts represents petitioner's valid claim. Below is the breakdown of the amount of P2,046,707,613.04: BOC/Bank IEIRD Exhibit No. Official Receipt Exhibit No. Input Tax 86050142 BBBBB-1 P234,152.00 86050115 BBBBB-2 168,706.00 86050081 BBBBB-3 234,148.00 86050097 BBBBB-4 249,140.00 92947531 BBBBB-5 425,450.00 91697663 BBBBB-6 405,584.00 92402737 BBBBB-7 609,856.00 92402746 BBBBB-8 759,346.00 92402755 BBBBB-9 403,511.00 89776057 BBBBB-10 281,443.00 91330364 BBBBB-11 332,389.00 88424917 BBBBB-12 140,769.00 88424892 BBBBB-13 118,517.00 88458876 BBBBB-14 126,216.00 87873737 BBBBB-15 547,540.00 87873694 BBBBB-16 394,321.00 87873773 BBBBB-17 256,639.00 89323516 BBBBB-18 261,719.00 88458982 BBBBB-19 277,146.00 89323613 BBBBB-20 413,812.00 90826601 BBBBB-21.1 & 129,535.00 21.2 79484036 CCCCC-1, Security Bank 46,402,092.00 CCCCC-2 Corp. 000321 88893892 DDDDD-1, Security Bank 6,644,628.20 DDDDD-2 Corp. 0008170 90937996 & FFFF-1.127 & 147231472 FFFF-1.134 46,327,531.30 90938005 FFFF-1.62 90228241 FFFF-1.143 147229591 FFFF-1.136 19,590,671.85 88057252 FFFF-1.141 150475105 FFFF-1.139 21,970,139.54 88057252 FFFF-1.141 151798035 FFFF-1.140 10,352,870.00 86341446 FFFF-1.142 148894532 FFFF-1.144 6,176,415.93 86341446 FFFF-1.142 149755505 FFFF-1.145 2,945,617.00 86341534 FFFF-1.152 148886324 FFFF-1.149 4,532,217.00 85446444 FFFF-1.151 148862244 FFFF-1.150 13,836,905.00 86341525 FFFF-1.160 148886333 FFFF-1.158 13,334,985.00 90938023 & FFFF-1.163 & 147229887 FFFF-1.161 34,083,313.08 90938084 FFFF-1.177 90937953 FFFF-1.159 147232303 FFFF-1.162 10,049,940.00 87511706 FFFF-1.167 149768315 FFFF-1.164 7,028,987.00 87511706 FFFF-1.167 149757526 FFFF-1.165 14,332,061.59 90938093, FFFF-1.226, 90938102, FFFF-1.221 & 90938084 FFFF-1.177 147229424 FFFF-1.166 61,240,089.98 149757526 FFFF-1.143 149757526 FFFF-1.169 6,092,413.76 149768324 FFFF-1.143 149768324 FFFF-1.170 3,295,881.84 151787955 FFFF-1.143 151787955 FFFF-1.176 7,066,922.29 151800801 FFFF-1.143 151800801 FFFF-1.178 3,394,921.81 151800792 FFFF-1.143 151800792 FFFF-1.181 6,195,053.00 148862253 FFFF-1.143 148862253 FFFF-1.182 6,408,487.00 147229564 FFFF-1.143 147229564 FFFF-1.186 7,579,235.56 151787946 FFFF-1.143 151787946 FFFF-1.187 15,525,126.91 152364511 FFFF-1.143 152364511 FFFF-1.188 11,666,157.23 150454306 FFFF-1.143 150454306 FFFF-1.189 10,769,382.44 150456205 FFFF-1.143 150456205 FFFF-1.190 5,772,737.00 148886315 FFFF-1.143 148886315 FFFF-1.203 19,725,340.45 152371563 FFFF-1.143 152371563 FFFF-1.204 1,471,345.88 148898574 FFFF-1.143 148898574 FFFF-1.205 8,200,740.00 148867117 FFFF-1.143 148867117 FFFF-1.207 15,836,380.00 148894523 FFFF-1.143 148894523 FFFF-1.208 13,081,612.15 149755496 FFFF-1.143 149755496 FFFF-1.209 5,617,013.00 150454297 FFFF-1.143 150454297 FFFF-1.215 4,552,461.95 150456214 FFFF-1.143 150456214 FFFF-1.216 3,558,326.16 149768543 FFFF-1.143 149768543 FFFF-1.217 1,540,196.50 150443535 FFFF-1.143 150443535 FFFF-1.218 27,716,748.90 150443526 FFFF-1.143 150443526 FFFF-1.219 7,806,074.00 147628862 FFFF-1.143 147628862 FFFF-1.220 3,383,920.00 EEEEE-1 EEEEE-2 147617312 FFFF-1.1 11,738,155.00 EEEEE-1 EEEEE-2 85446295 FFFF-1.94 18,096,018.00 87511821 FFFF-1.63 149747543 FFFFF-1 48,950,434.50 88057304 FFFF-1.124 149776085 FFFFF-2 26,357,007.30 88893883 FFFF-1.126 151791403 FFFFF-3 28,149,045.41 88057295 FFFF-1.128 148774256 FFFFF-4 42,014,419.21 90228257 FFFF-1.137 153703085 FFFFF-5 36,507,642.89 88057252 FFFF-1.141 150452565 FFFFF-6 64,260,334.40 90228241 FFFF-1.143 153703076 FFFFF-7 61,105,848.64 88893917 FFFF-1.53 151787937, FFFFF-8.1 & 105,041,313.79 151908567 FFFFF-8.2 90228205 FFFF-1.57 152392791, FFFFF-9.1 & 125,189,255.24 153718686 FFFFF-9.2 90938023 FFFF-1.163 147231147 FFFFF-10 16,752,167.61 86341525 FFFF-1.177 148886333 FFFFF-11 21,577,205.00 90938084 FFFF-1.177 147231131 FFFFF-12 26,486,261.63 88057207 FFFF-1.179 151303862 FFFFF-13 42,217,716.86 88057216 FFFF-1.214 151303871 FFFFF-14 6,416,935.95 90938102 FFFF-1.226 147230587 FFFFF-15 8,278,172.00 86341525 FFFF-1.160 147649871 FFFFF-16 32,630,390.48 90937996 FFFF-1.127 147231621 FFFFF-18 29,973,010.29 93003337 FFFF-1.49 147232321, FFFFF-20.1 to 42,831,565.01 147232312, FFFFF-20.3 147233597 93682102 FFFF-1.54 147235121 FFFFF-21 31,355,991.96 93003346 FFFF-1.160 147232337, FFFFF-22.1, 30,638,476.50 147233606, FFFFF-22.2 147232321 90938005 FFFF-1.162 147232312 FFFFF-20.2 16,310,941.00 88743916 FFFF-1.195 153137783, FFFFF-25.1 to 43,326,010.92 152369332, FFFFF-25.3 153137756 88893777 FFFF-1.196 152357615, FFFFF-26.1 to 115,137,919.63 153127747, FFFFF-26.3 152379342 88743907 FFFF-1.197 153137774, FFFFF-27.1 to 77,766,312.20 152369341, FFFFF-27.3 153137765 85446356 FFFF-1.55 147190312, FFFFF-28.1 to 74,620,176.25 148862262 FFFFF-28.2 87511715 FFFF-1.171 148890271 FFFFF-29 23,838,085.91 86341613 FFFF-1.125 148156355 FFFFF-30 48,359,241.30 85446435 FFFF-1.183 148156373 FFFFF-31 24,535,523.35 86341534 FFFF-1.152 147649887 FFFFF-32 24,123,448.54 85446444 FFFF-1.151 148156364 FFFFF-33 33,279,441.66 87511706 FFFF-1.167 148890262 FFFFF-35 32,159,497.92 86341507 FFFF-1.206 149003093 FFFFF-36 47,873,828.40 86341437 FFFF-1.210 148882657 FFFFF-37 32,159,497.92 86341446 FFFF-1.142 148882632 FFFFF-38.1 23,838,085.91 147235584, GGGGG-1, 18,497,873.25 147234525 GGGGG-2 147234525, GGGGG-2, 32,439,479.91 147235575 GGGGG-3 P2,046,707,613.04 ============= Therefore, the remaining input VAT claim on importation in the amount of P37,256,434.58 (P2,083,964,047.62 less P2,046,707,613.04) shall still be disallowed. Accordingly, petitioner's valid input tax for the year 2008 shall be recomputed as follows: Total Input VAT Claim for the year 2008 P3,296,210,160.14 Less: Disallowances Per ICPA's report 59,191,588.71 Per this Court's further verification 37,256,434.58 Properly Substantiated Input VAT P3,199,762,136.85 =============== Since petitioner did not submit VAT invoices/receipts that would prove the existence of its reported input VAT carry-over from previous year in the amount of P205,081,910.96, its output VAT liability for the year 2008 in the amount of P3,183,562,653.22 shall be offset against the valid input VAT of P3,199,762,136.85 resulting to an excess input VAT of P16,199,483.63, computed as follows: CAHTIS Output VAT Due P3,183,562,653.22 Less: Properly Substantiated Input VAT 3,199,762,136.85 Excess Input VAT P16,199,483.63 ============= Hence, for the year 2008, only the excess input VAT of P16,199,483.63 can be attributed to the entire zero-rated sales declared by petitioner in the amount of P1,644,257,527.16 and only the input VAT of P16,117,727.89 is attributable to the valid zero-rated sales of P1,635,959,269.09, as computed below: Valid Zero-Rated Sales P1,635,959,269.09 Divided by Total Declared Zero-Rated Sales P1,644,257,527.16 % of Valid Zero-Rated Sales to Total Declared Zero-Rated Sales 99.4953188% Multiplied by Excess Input VAT x P16,199,483.63 Refundable Excess Input VAT attributable to Valid P16,117,727.89 Zero-Rated Sales ============= WHEREFORE , finding merit, petitioner's Motion for Reconsideration is hereby PARTIALLY GRANTED . The Decision dated January 28, 2014 is MODIFIED ordering respondent to refund or issue a tax credit certificate in favor of petitioner Total (Philippines) Corporation in the reduced amount of SIXTEEN MILLION ONE HUNDRED SEVENTEEN THOUSAND SEVEN HUNDRED TWENTY SEVEN AND 89/100 PESOS (P16,117,727.89) , representing the latter's excess unutilized input VAT attributable to its zero-rated sales for the year 2008. AIaHES SO ORDERED. (SGD.) ESPERANZA R. FABON-VICTORINO Associate Justice Court of Tax Appeals Lovell R. Bautista and Ma. Belen M. Ringpis-Liban, JJ., concur. Footnotes 1. Docket, pp. 766-795. 2. Docket, pp. 801-819. 3. Docket, pp. 1119-1140. 4. Docket, pp. 1110-1114. 5. Docket, pp. 1146-1151. 6. Decision, pp. 22-23. 7. Decision, p. 23. 8. Exhibit "AAAAA-1". 9. Exhibit "AAAAA-2". 10. Exhibit "AAAAA-3". 11. Decision, p. 20. 12. Decision, pp. 20-21. 13. Decision, p. 22. 14. Decision, p. 22. 15. Decision, p. 23.