Legal Ramifications of Abolishing the Credit Information Corporation

DOJ OPINION NO. 35, s. 2021 September 23, 2021 Chairman Samuel G. Dagpin, Jr. Governance Commission for Government-Owned or Controlled Corporations 3F, Citibank Center 8741 Paseo de Roxas Makati City Dear Chairman Dagpin : This has reference to your request for opinion on certain issues arising from the options being explored by the Governance Commission for Government-Owned or Controlled Corporations (GCG), Bangko Sentral ng Pilipinas (BSP) and the Credit Information Corporation (CIC), in relation to the proposed assumption by BSP of the functions of CIC. HTcADC Pertinent Facts As background, the following are the pertinent facts: In 2008, Republic Act (RA) No. 9510 1 or the "Credit Information System Act" established the CIC, a government-owned or controlled corporations (GOCC) whose "primary purpose shall be to receive and consolidate basic credit data, to act as a central registry or central repository of credit information, and to provide access to reliable, standardized information on credit history and financial condition of borrowers." 2 The Act also provides the following: The Securities and Exchange Commission (SEC) shall be the lead agency for the implementation of the Act 3 and the SEC Chairperson shall be the Chairperson of the Board of Directors of CIC. 4 Sixty percent (60%) of the common shares in CIC shall be owned by the National Government (NG), while the remaining forty percent (40%) shall be owned by the private sector. 5 After five years from the date of commencement of operations of the CIC, the NG shall dispose of at least twenty percent (20%) of its stockholdings to qualified investors, thus providing for the privatization of the CIC. 6 In 2011, RA No. 10149 7 or the "GOCC Governance Act of 2011" was enacted. Relative to the effects of its enactment to the privatization of CIC under RA No. 9510, the Office of the Government Corporate Counsel (OGCC), upon the request of the GCG, opined that the GCG has the authority to determine if it is in the best interest of the Government to privatize CIC and recommend its privatization to the President. On 26 June 2019, the GCG received a letter from the BSP, expressing its intent to acquire the shares of the NG in the CIC. On 10 July 2019, GCG formally requested the SEC to provide its comments and/or recommendations on the BSP's proposal. On 14 July 2019, a meeting was held between the GCG and the BSP, and on 19 September 2019, the BSP transmitted to the GCG its justifications for regularizing the functions of the CIC as a mandate of the BSP. The following options are being explored by the GCG, BSP and CIC for the proposed assumption by the BSP of the functions of the CIC: Abolition of the CIC and the transfer of its functions to the BSP Abolition of the CIC and the creation of a BSP-owned subsidiary Acquisition of 60% of NG shares in the CIC by the BSP and transfer of supervision of the CIC and its Board chairmanship from the SEC to the BSP Issues With the above set of facts, and in order to determine the proper course of action, your office requests this Department's opinion on the following issues: 1. If the CIC's abolition would be pursued under Section 5 (a) of RA No. 10149 and the BSP assumes the functions of the CIC through a BSP unit established to handle the same, may the transfer of functions be done through an Executive Order (EO); 2. The possible legal ramifications of abolishing CIC, as this would appear to indirectly repeal RA No. 9510 and hold the law inutile; 3. The treatment of NG subsidies to the CIC relative to the shares of the private stockholders in the event of abolition or acquisition; 4. The effects of CIC's abolition and the creation of a new BSP subsidiary performing similar functions vis--vis the right to security of tenure under RA No. 6656; 8 and 5. If the CIC is acquired by BSP, whether the supervision of the CIC and the chairmanship of its Board of Directors can be transferred from the SEC to the BSP through an EO. Discussion I. Abolition of a GOCC via an EO At the outset, we note that under Section 5 (a) of RA No. 10149, it is clear that the GCG can recommend to the President the abolition or privatization of a GOCC, if based on its determination, taking into consideration the standards enumerated in Section 5 (a), such abolition or privatization is in the best interest of the State. Under the same Section, it is also clear that upon approval by the President of the recommendation of the GCG, the GCG shall implement the abolition or privatization, unless the President designates another agency to implement the same. For easy reference, we quote below the said Section 5 (a): SEC. 5. Creation of the Governance Commission for Government-Owned or -Controlled Corporations . There is hereby created a central advisory, monitoring, and oversight body with authority to formulate, implement and coordinate policies to be known as the Governance Commission for Government-Owned or -Controlled Corporations, hereinafter referred to as the GCG, which shall be attached to the Office of the President. The GCG shall have the following powers and functions: (a) Evaluate the performance and determine the relevance of the GOCC, to ascertain whether such GOCC should be reorganized, merged, streamlined, abolished or privatized, in consultation with the department or agency to which a GOCC is attached. For this purpose, the GCG shall be guided by any of the following standards : (1) The functions or purposes for which the GOCC was created are no longer relevant to the State or no longer consistent with the national development policy of the State; CAIHTE (2) The GOCC's functions or purposes duplicate or unnecessarily overlap with functions, programs, activities or projects already provided by a Government Agency; (3) The GOCC is not producing the desired outcomes, or no longer achieving the objectives and purposes for which it was originally designed and implemented, and/or not cost efficient and does not generate the level of social, physical and economic returns vis--vis the resource inputs; (4) The GOCC is in fact dormant or non-operational; (5) The GOCC is involved in an activity best carried out by the private sector; and (6) The functions, purpose or nature of operations of any group of GOCCs require consolidation under a holding company. Upon determination by the GCG that it is to the best interest of the State that a GOCC should be reorganized, merged, streamlined, abolished or privatized, it shall : (i) Implement the reorganization, merger or streamlining of the GOCC, unless otherwise directed by the President; or (ii) Recommend to the President the abolition or privatization of the GOCC, and upon the approval of the President, implement such abolition or privatization, unless the President designates another agency to implement such abolition or privatization . (underscoring supplied) We also note that the procedure to effect the abolition of a GOCC under Section 5 (a) of RA No. 10149 is provided in GCG Memorandum Circular (MC) No. 2015-03, entitled "Guidelines Covering the Merger or Abolition/Dissolution of GOCCs." With respect, in particular, to the abolition of a chartered GOCC, we note that Section 4.3 of the said MC provides that "[t]he state of dissolution of the Chartered GOCC takes effect upon formal issuance of the EO." For easy reference, quoted below is Section 4.3 of MC No. 2015-03: 4.3 General Procedures for the Abolition of GOCCs . Upon the issuance of the formal approval of abolition of a GOCC, the Governance Commission shall constitute a TWG consisting of the representative/s from the Supervising Agency and Concerned Agencies/GOCCs, who shall implement the abolition based on the following: (a) Chartered GOCC . The state of dissolution of the Chartered GOCC takes effect upon formal issuance of the EO ; (b) Nonchartered GOCC . Treatment of the assets, business enterprise, programs and activities of the Nonchartered GOCC which has been approved for abolition shall be in accordance with the terms of the formal approval issued for the purpose, and under terms and procedures that would ensure safeguarding of the assets, business enterprise, programs and activities of the abolished GOCC that best serves the public's interest. The formal dissolution of the juridical entity of the Nonchartered GOCC shall be pursued strictly in accordance with the provisions of the Corporation Code. (underscoring supplied) We further note that the issuance of an EO for the dissolution of a GOCC, as provided in MC No. 2015-13, is in accordance with Section 2, Chapter 2, Title I, Book III of EO No. 292 or the "Administrative Code of 1987," because the approval by the President of a GOCC's abolition via an EO is just an exercise of the power granted to him under Section 5 (a) of RA No. 10149. Said Section 2 reads as follows: Section 2. Executive Orders. Acts of the President providing for rules of a general or permanent character in implementation or execution of constitutional or statutory powers shall be promulgated in executive orders. (underscoring supplied) Accordingly, the abolition of a chartered GOCC, like the CIC, if determined by the GCG to be in the best interest of the State and approved by the President pursuant to Section 5 (a) of RA No. 10149, can be effected via an EO. II. Implied repeal of RA No. 9510 The said EO, abolishing the CIC, would render ineffective Section 5 of RA No. 9510, creating the CIC, based on the principle of implied repeal. Implied repeal takes place when two statutes cover the same subject matter; they are so clearly inconsistent and incompatible with each other that they cannot be reconciled or harmonized; and both cannot be given effect, that is, one law cannot be enforced without nullifying the other. 9 Section 5 of RA No. 9510 creating the CIC and an EO issued by the President, abolishing the CIC, pursuant to Section 5 (a) of RA No. 10149, are clearly so inconsistent that an implied repeal takes place. The rest of the provisions of RA No. 9510 would also be rendered inoperative with the abolition of CIC. It has been held that a prior law is impliedly repealed by a later act where the reason for the earlier act is beyond peradventure removed, 10 or when the later law nullifies the reason or purpose of the earlier act, so that the latter loses all meaning and function. 11 Certainly, with the abolition of the CIC, the rest of the provisions of RA No. 9510 on credit information system are rendered inoperative because the body mandated to implement the same has disappeared. III. Establishment of a BSP unit to perform the functions of the abolished CIC It is understood that if an entity is abolished, it ceases to exist. Thus, MC No. 2015-13 provides as follows: aScITE 4.4.2. Legal Effects of the EO Abolishing a Chartered GOCC . The issuance of the EO effects the formal dissolution of the GOCC, which thereafter ceases to exist as a going concern, and triggers the process of liquidation of its business enterprise . The abolished GOCC shall be liquidated shall be (sic) in accordance with the terms and conditions provided for in the EO which seeks to safeguard the assets, business enterprise, programs and activities of the abolished GOCC under the terms and procedures for the best interests of the GOCC's stakeholders. The Governing Board of the abolished GOCC shall continue to possess powers but only to effect the liquidation of the GOCC in accordance with the terms of the EO and procedure laid down by the TWG. 4.4.3. Termination of Chartered GOCC . The juridical entity of Chartered GOCC shall cease to exist for any and all purpose(s), and its Governing Board shall be deemed to have reached the stage of functus officio upon completion of the liquidation process as declared by the Governance Commission. (underscoring supplied) If the BSP wants to undertake the performance of the functions of the abolished CIC through the establishment of a unit within BSP, we note that in general the creation of units within BSP can be made by the Monetary Board (MB), in connection with its powers provided in Section 15 (b) of RA No. 7653, as amended, or the "New Central Bank Act," in particular the power to "direct the management, operations, and administration of the Bangko Sentral, reorganize its personnel, and issue such rules and regulations as it may deem necessary or convenient for this purpose. The legal units of the Bangko Sentral shall be under the exclusive supervision and control of the Monetary Board." The power to reorganize the personnel of the BSP by the MB can include the power of the MB to create new units under its supervision and control. Whether such BSP unit can undertake the functions of the abolished CIC would depend on whether such functions fall within the mandate of BSP under RA No. 7653, as amended by RA No. 11211. In this connection, we note that the mandate of BSP under the said law is as follows: Section 3 . Responsibility and Primary Objective . The Bangko Sentral shall provide policy directions in the areas of money, banking, and credit . It shall have supervision over the operations of banks and exercise such regulatory and examination powers as provided in this Act and other pertinent laws over the quasi-banking operations of non-bank financial institutions. As may be determined by the Monetary Board, it shall likewise exercise regulatory and examination powers over money service businesses, credit granting businesses, and payment system operators. The Monetary Board is hereby empowered to authorize entities or persons to engage in money service businesses. The primary objective of the Bangko Sentral is to maintain price stability conducive to a balanced and sustainable growth of the economy and employment. It shall also promote and maintain monetary stability and the convertibility of the peso. The Bangko Sentral shall promote financial stability and closely work with the National Government, including, but not limited to, the Department of Finance, Securities and Exchange Commission, the Insurance Commission, and the Philippine Deposit Insurance Corporation. The Bangko Sentral shall oversee the payment and settlement systems in the Philippines, including critical financial market infrastructures, in order to promote sound and prudent practices consistent with the maintenance of financial stability . In the attainment of its objectives, the Bangko Sentral shall promote broad and convenient access to high quality financial services and consider the interest of the general public . (underscoring supplied) Upon the other hand, the function or mandate of the CIC is "to receive and consolidate basic credit data, to act as a central registry or central repository of credit information, and to provide access to reliable, standardized information on credit history and financial condition of borrowers." 12 Since the mandate of the BSP is "to provide policy directions in the areas of money, banking and credit," "oversee the payment and settlement systems in the Philippines, including critical financial market infrastructures, in order to promote sound and prudent practices consistent with the maintenance of financial stability," and "promote broad and convenient access to high quality financial services and consider the interest of the general public," the maintenance by it of a central registry or repository of credit information can be said to fall within its mandate because the data from this central registry would inform the policy directions to be undertaken by the BSP in terms of money, banking and credit and would assist it in the maintenance of monetary and financial stability in the country. Accordingly, the MB can establish a unit within BSP specifically to undertake the functions of the abolished CIC to maintain a central registry or repository of credit information because such function falls within its mandate under RA No. 7653, as amended by RA No. 11211. IV. Subsequent creation of a new subsidiary GOCC of BSP after CIC Abolition and the Right to Security of Tenure of CIC Employees The other issue related to the abolition of the CIC is the subsequent creation of a new subsidiary GOCC of the BSP, performing similar functions as the CIC, and the effect of such abolition and creation on the right to security of tenure of the employees of CIC. It is well-settled in jurisprudence that abolition of an office must be made in good faith, otherwise, the incumbent of that invalidly abolished office is deemed never to have ceased holding office. Thus, in Kapisanan ng Kawani ng ERB v. Barin , 13 the Supreme Court said: DETACa A valid order of abolition must not only come from a legitimate body, it must also be made in good faith. An abolition is made in good faith when it is not made for political or personal reasons, or when it does not circumvent the constitutional security of tenure of civil service employees . Abolition of an office may be brought about by reasons of economy, or to remove redundancy of functions, or a clear and explicit constitutional mandate for such termination of employment. Where one office is abolished and replaced with another office vested with similar functions, the abolition is a legal nullity. When there is a void abolition, the incumbent is deemed to have never ceased holding office . (underscoring supplied) In the same Kapisanan ng Kawani ng ERB case, the Supreme Court expounded that the abolition of the Energy Regulatory Board (ERB) and the creation of the Energy Regulation Commission (ERC) by RA No. 9136 did not violate the right to security of tenure of the ERB employees because the ERB and the ERC do not have similar functions and the abolition of ERB is valid, thus: After comparing the functions of the ERB and the ERC, we find that the ERC indeed assumed the functions of the ERB. However, the overlap in the functions of the ERB and of the ERC does not mean that there is no valid abolition of the ERB. The ERC has new and expanded functions which are intended to meet the specific needs of a deregulated power industry . Indeed, National Land Titles and Deeds Registration Administration v. Civil Service Commission stated that: [I]f the newly created office has substantially new, different or additional functions, duties or powers, so that it may be said in fact to create an office different from the one abolished, even though it embraces all or some of the duties of the old office it will be considered as an abolition of one office and the creation of a new or different one. The same is true if one office is abolished and its duties, for reasons of economy are given to an existing officer or office. (underscoring supplied) In Buklod Kawaning EIIB v. Zamora , 14 the Supreme Court ruled that the abolition of the Economic Intelligence and Investigation Bureau (EIIB) of the Department of Finance (DOF) and the subsequent creation of the Task Force Aduana did not violate the right to security of tenure of the EIIB employees because, while the functions of the EIIB have devolved upon the Task Force Aduana, the latter has additional new powers and therefore the abolition of EIIB is valid, thus: Petitioners claim that the deactivation of EIIB was done in bad faith because four days after its deactivation, President Estrada created the Task Force Aduana . We are not convinced. An examination of the pertinent Executive Orders shows that the deactivation of EIIB and the creation of Task Force Aduana were done in good faith. It was not for the purpose of removing the EIIB employees, but to achieve the ultimate purpose of E.O. No. 191, which is economy . While Task Force Aduana was created to take the place of EIIB, its creation does not entail expense to the government. Firstly , there is no employment of new personnel to man the Task Force. E.O. No. 196 provides that the technical, administrative and special staffs of EIIB are to be composed of people who are already in the public service, they being employees of other existing agencies. Their tenure with the Task Force would only be temporary, i.e. , only when the agency where they belong is called upon to assist the Task Force. Since their employment with the Task force is only by way of detail or assignment , they retain their employment with the existing agencies. And should the need for them cease, they would be sent back to the agency concerned. Secondly , the thrust of E.O. No. 196 is to have a small group of military men under the direct control and supervision of the President as base of the government's anti-smuggling campaign. Such a smaller base has the necessary powers 1) to enlist the assistance of any department, bureau, or office and to use their respective personnel, facilities and resources; and 2) to select and recruit personnel from within the PSG and ISAFP for assignment to the Task Force. Obviously, the idea is to encourage the utilization of personnel, facilities and resources of the already existing departments, agencies, bureaus, etc., instead of maintaining an independent office with a whole set of personnel and facilities. The EIIB had proven itself burdensome for the government because it maintained separate offices in every region in the Philippines. And thirdly , it is evident from the yearly budget appropriation of the government that the creation of the Task Force Aduana was especially intended to lessen EIIBs expenses. Tracing from the yearly General Appropriations Act, it appears that the allotted amount for the EIIBs general administration, support, and operations for the year 1995, was P128,031,000; for 1996, P182,156,000; for 1998, P219,889,000; and, for 1999, P238,743,000. These amounts were far above the P50,000,000 allocation to the Task Force Aduana for the year 2000. While basically, the functions of the EIIB have devolved upon the Task Force Aduana, we find the latter to have additional new powers . The Task Force Aduana, being composed of elements from the Presidential Security Group (PSG) and Intelligence Service Armed Forces of the Philippines (ISAFP), has the essential power to effect searches, seizures and arrests . The EIIB did not have this power. The Task Force Aduana has the power to enlist the assistance of any department, bureau, office, or instrumentality of the government, including government-owned or controlled corporations; and to use their personnel, facilities and resources. Again, the EIIB did not have this power. And, the Task Force Aduana has the additional authority to conduct investigation of cases involving ill-gotten wealth. This was not expressly granted to the EIIB. Consequently, it cannot be said that there is a feigned reorganization. In Blaquera v. Civil Service Commission , we ruled that a reorganization in good faith is one designed to trim the fat off the bureaucracy and institute economy and greater efficiency in its operation . (underscoring supplied) Considering the above rulings of the Supreme Court, if a new subsidiary GOCC of the BSP is created with functions similar to the just abolished CIC, the abolition of the CIC may not be considered in good faith. In order not to taint with bad faith the abolition of the CIC, the new subsidiary must have new or expanded functions, which are intended to meet the specific goals of the Government or institute economy and greater efficiency in its operations. If the abolition of the CIC is not considered in good faith, the employees of CIC would be deemed never to have ceased holding office, in order not to violate their right to security of tenure under RA No. 6656. HEITAD V. Treatment of NG subsidies to the CIC in case of abolition With respect to the treatment of NG subsidies to the CIC in case of abolition, we note that the ordinary meaning of subsidy is that it is "a grant or gift of money, such as . . . a grant by a government to a private person or company to assist an enterprise deemed advantageous to the public." 15 It can also be defined as any government assistance, in cash or in kind, to private sector producers or consumers for which "the government receives no equivalent compensation in return, but conditions the assistance on a particular performance by the recipient." 16 Since a subsidy is a grant of money by the government or government assistance in cash or kind for which the government receives no equivalent compensation in return, the abolition of a GOCC which has received subsidies from the government should not lead to the recovery of the subsidies by the government. Instead, they may be considered as part of the assets of the GOCC for purposes of settlement during the liquidation process of the dissolved GOCC. The foregoing is without prejudice to the effects of the non-fulfillment of any condition imposed, if there be any, when the subsidy was given to CIC. VI. Acquisition of the CIC by the BSP and transfer to the BSP of some functions of the SEC over the CIC Lastly, with respect to the option of the BSP acquiring the shares of the NG in the CIC, instead of the abolition of the CIC, and the planned transfer of the supervision of the CIC and the chairmanship of its Board of Directors from the SEC to the BSP through an EO, we find that while the BSP has the power to acquire the NG shares in CIC, pursuant to its corporate powers under Section 5 of RA No. 7653, as amended by RA No. 11211, the transfer of the supervision of the CIC and the chairmanship of its Board of Directors from the SEC to the BSP through an EO cannot be anchored on the power of control of the President over the Executive Branch under Article VII, Section 17 of the Constitution. 17 As provided in Article XIII, Section 20 of the Constitution, 18 the BSP is an independent central monetary authority and as such, it is not under the control and supervision of the President. Any contemplated reorganization to effect such proposed transfer of functions of the SEC as Chair of the CIC to the BSP cannot therefore be effected via an EO. Conclusion and Summary In sum, considering all the foregoing, it is the view of the Department that: 1. The abolition of a chartered GOCC, like the CIC, if determined by the GCG to be in the best interest of the State and approved by the President pursuant to Section 5 (a) of RA No. 10149, can be effected via an EO in accordance with Section 2, Chapter 2, Title I, Book III of EO No. 292 or the "Administrative Code of 1987." 2. It is understood that if an entity is abolished, it ceases to exist. If the BSP wants to undertake the performance of the functions of the abolished CIC through the establishment of a unit under the BSP, we note that in general the creation of units within the BSP can be made by the MB, in connection with its powers as provided in Section 15 (b) of RA No. 7653, as amended by RA No. 11211, or the "New Central Bank Act." Such BSP unit can undertake the functions of the abolished CIC with respect to the maintenance of a central registry or repository of credit information because the maintenance of such registry or repository falls within the mandate of the BSP under the New Central Bank Act. 3. Based on the pertinent rulings of the Supreme Court, if a new subsidiary GOCC of the BSP is created with functions similar to the just abolished CIC, the abolition of the CIC may not be considered in good faith. In order not to taint with bad faith the abolition of the CIC, the new subsidiary must have new or expanded functions, which are intended to meet the specific goals of the Government or institute economy and greater efficiency in its operations. If the abolition of the CIC is not considered in good faith because of the creation of a new subsidiary having similar functions, the employees of CIC would be deemed never to have ceased holding office, in order not to violate their right to security of tenure under RA No. 6656. 4. With respect to the treatment of NG subsidies to the CIC, since a subsidy is understood as a grant of money by the government or government assistance in cash or kind for which the government receives no equivalent compensation in return, the abolition of a GOCC which has received subsidies from the government should not lead to the recovery of the subsidies by the government. Instead, they may be considered as part of the assets of the GOCC for purposes of settlement during the liquidation process of the dissolved GOCC. 5. Lastly, with respect to the option of the BSP acquiring the shares of the NG in the CIC, instead of the abolition of the CIC, and the planned transfer of the supervision of the CIC and the chairmanship of its Board of Directors from the SEC to the BSP through an EO, we find that while the BSP has the power to acquire the NG shares in the CIC, pursuant to its corporate powers under Section 5 of the New Central Bank Act, the transfer of the supervision of the CIC and the chairmanship of its Board of Directors from the SEC to the BSP through an EO cannot be anchored on the power of control of the President over the Executive Branch under Article VII, Section 17 of the Constitution. The BSP, being an independent monetary authority under Article XIII, Section 20 of the Constitution, is not under the control and supervision of the President and is therefore not covered by the power of the President to reorganize the Executive Branch of government. aDSIHc Please be guided accordingly. Very truly yours, (SGD.) MENARDO I. GUEVARRA Secretary Footnotes 1. An Act Establishing the Credit Information System and for Other Purposes. 2. Sec. 5. 3. Sec. 14. 4. Sec. 5 (f). 5. Sec. 5 (b). 6. Sec. 5 (m). 7. An Act to Promote Financial Viability and Fiscal Discipline in Government-Owned or -Controlled Corporations and to Strengthen the Role of the State in its Governance and Management to Make Them More Responsive to the Needs of Public Interest and for Other Purposes. 8. An Act to Protect the Security of Tenure of Civil Service Officers and Employees in the implementation of Government Reorganization. 9. Villegas v. Subido , G.R. No. 31711, 30 September 1971; Philippine American Management Co., Inc. v. Philippine American Employees Association , G.R. No. 35254, 29 January 1973. 10. Smith, Bell & Co. v. Estate of Maronilla , G.R. No. 8769, 41 Phil. 557 (1916). 11. Ramirez v. Court of Appeals , G.R. No. 23587, 10 June 1976. 12. Sec. 5, RA No. 9510. 13. G.R. No. 150974, 29 June 2007. 14. G.R. No. 142801-82, 10 July 2001. 15. Merriam-Webster at https://www.merriam-webster.com/dictionary/subsidy . 16. Swartz, et al., Government Subsidies: Concepts, International Trends, and Reform Options, IMF elibrary. 17. Art. VII, Sec. 17: "The President shall have control of all the executive departments, bureaus and offices. He shall ensure that the laws be faithfully executed." 18. Art. XIII, Sec. 20: "The Congress shall establish an independent central monetary authority x x x until the Congress otherwise provides, the Central Bank of the Philippines, operating under existing laws, shall function as the central monetary authority."