Whether a Certificate of Live Birth is Sufficient Evidence of Philippine Citizenship to Qualify as a Majority Stockholder/Investor in a Domestic Stock Corporation

DOJ OPINION NO. 093, s. 2014 November 26, 2014 Mr. Samuel F. Fulgencio President C-6 Metro Ville Home Realty Incorporated #3 Lupang Mitra Brgy. Sta. Ana, Rizal 1920 Dear Mr. Fulgencio : This refers to your request for opinion on whether a certificate of live birth is considered sufficient and substantial evidence of one's Philippine citizenship to qualify a person to be a majority stockholder/investor in a domestic stock corporation. Your request, it appears, stemmed from the invitation extended by your corporation, a domestic stock company engaged in land development for real estate housing projects, to one Mr. Jimmy T. Go to invest and be a stockholder of your corporation. You state that while Mr. Go appears to be of Chinese origin, the photocopy of his certificate of live birth presented tends to show that he is a Filipino citizen; and that the Board of Directors of your corporation, however, wants to be sure that his inclusion as stockholder/investor of the company is in accordance with law. Hence, your request. With regret, we have to decline to grant your request. At the outset, please be informed that pursuant to law and established precedents, the Secretary of Justice, as Attorney General, renders opinion and gives legal advice only for and upon request of national government functionaries, such as heads of departments and chiefs of bureaus and offices of equivalent rank, and then only on specific legal questions/issues arising in the performance of their respective powers and functions. Accordingly, he has, in practice, consistently decline to render opinion or give legal advice to other government officials and to private individuals and entities. 1 Besides, even if we want to, we cannot. The rationale is because the legal opinions rendered by the Secretary of Justice are purely advisory in nature. As such, they need not bind the requesting party or parties if it be their pleasure. 2 Nor can said opinions be binding upon the private party or parties, e.g. , Mr. Go, who may be adversely affected thereby and who may, in all probability, take issue therewith and contest the same before the courts. As a matter of policy, therefore, the Secretary of Justice has consistently refrained from rendering opinion on questions that are justiciable in nature or can be the subject of litigation before the courts. 3 Finally, the Secretary of Justice, as a matter of policy and practice, does not render opinion or give legal advice on issues involving questions of fact or mixed questions of fact or law since the power of the Department of Justice is limited to resolving questions of law, not question of fact. 4 Nonetheless, for your information and guidance only , Section 172 of Executive Order No. 209, otherwise known as the "Family Code of the Philippines", as amended, pertinently provides: SEC. 172. The filiation of legitimate children is established by any of the following: TEaADS (1) The record of birth appearing in civil register or a final judgment; xxx xxx xxx (Emphasis supplied) Upon the other hand, the Philippine Passport Act of 1996 (R.A. No. 8239), insofar as material, reads: SEC. 3. Definitions. As used in this Act: xxx xxx xxx d) Passport means a document issued by the Philippine government to its citizens and requesting other governments to allow its citizens to pass safely and freely, and in case of need to give him/her all lawful aid and protection; xxx xxx xxx Under Section 5 of R.A. No. 8239, one of the requirements for the grant of a passport is the applicant's certificate of live birth or Birth Certificate which is considered a public document and is prima facie evidence of the facts contained therein. 5 Please be advised accordingly. Very truly yours, (SGD.) LEILA M. DE LIMA Secretary Department of Justice Footnotes 1. Sec. of Justice Op. No. 4, s. 2012; Nos. 57, 38 & 15, s. 2011. 2. Ibid. , No. 14, s. 2010. 3. Id. , Nos. 15, 9, 7, 5, 4 & 3, s. 2012. 4. Id. , No. 47, s. 2011; Nos. 44 & 6, s. 2010. 5. See, Sec. 13, R.A. No. 3753, cited in Castro v. Court of Appeals , 173; also, Reyes v. Court of Appeals , 135 SCRA 439.