In re Transpower Builders and Development Corporation

August 26, 2008 SEC CRMD CASE NO. 08-07-0005 IN THE MATTER OF TRANSPOWER BUILDERS AND DEVELOPMENT CORPORATION SEC REG. NO. A199802626 FOR: SETTING ASIDE THE ORDER OF REVOCATION OF THE CERTIFICATE OF REGISTRATION O R D E R Petitioner, TRANSPOWER BUILDERS AND DEVELOPMENT CORPORATION, is a stock corporation registered with the Commission on March 3, 1998, under SEC Registration No. A199802626, with principal office address at John St., corner Patrick St., Pleasantview Subdivision, Tandang Sora, Quezon City engaged in the business of general construction as stated in its Articles of Incorporation. EDaHAT On December 1, 2005, its Certificate of Registration was revoked by the Commission, by virtue of SEC Order dated October 25, 2005, published on October 28, 2005 in the Philippine Daily Inquirer for non-filing of reports. Petitioner now prays for the setting aside of the Order of Revocation dated October 25, 2005, on the following grounds: 1. the officers were not aware of the Commission's reportorial requirements; and 2. that it is actually operational despite the non-filing of Commission's reports. In support of its Petition, Petitioner submitted the following documents: 1 1. Trustees' Certificate dated June 20, 2008 certifying that at the annual meeting of the Board of Directors of the Petitioner held on April 18, 2008, at Patrick St. corner John St. Pleasantview Subdivision, Tandang Sora, Quezon City, where a quorum was present, the resolution allowing the filing of the Petition was authorized unanimously by the directors and by at least two-thirds of the outstanding capital stock; 2. Photocopy of Tax Clearance for the year 2008 issued by the Bureau of Internal Revenue, Collection Enforcement Division, Quezon City on January 7, 2008; 3. Photocopy of Business Permit for the year 2008 issued by the Office of the City Treasurer, Quezon City on January 3, 2008; 4. Photocopy of Certificate of Completion of Work Done dated December 27, 2007, as to the satisfactory completion of supply of labor for various work done intended for the reconstruction of vandalized stub angles of MB 41&43, issued by the National Transmission Corporation; 5. Photocopy of Certification dated September 10, 2007 as to the satisfactory completion of the Slope Protection Works @ Tower BOH-#57 Botolan-Olongapo-Hanjin 230 kV Transmission Line Project issued by the S.L. Development Construction Corporation; 6. Photocopy of Certificate of Completion and Acceptance dated July 9, 2007 as to the satisfactory completion of all works under PR No. ITASD-06-0030412 and Contract for the Supply of Materials, Tools, Labor and other Incidentals Necessary for the Construction of Power Supply Line for Mount Mataba Repeater Stations, issued by National Transmission Corporation; ICHDca 7. Photocopy of Contract dated June 20, 2007 with National Transmission Corporation to supply Materials, Tools, Labor and other Incidentals Necessary for the Construction of Power Supply Line for Mount Mataba Repeater Station; 8. Photocopy of Certificate of Work Done/Accomplishment dated April 30, 2007, as to the construction of security fence and guardhouse of Transco Hangar, issued by the National Transmission Corporation; and 9. Photocopy of Contract dated January 3, 2007 with National Transmission Corporation for the furnishing of all labor, tools, and materials for the construction of security fence and guardhouse of Transco Aviation Group. Petitioner submitted its 2008 General Information Sheet and 2007 Financial Statements to prove its intention to continue its registration with the Commission. Petitioner also manifested that it has no intention to violate the law and that it commits to immediately pay the fines due. On June 18, 2008, Petitioner paid the fine/s of P101,000.00, 2 under Official Receipt No. 0176810, for non/late filing/registration of the following: NOT FILED FILED LATE General Information Sheet 2000-2007 1999 and 2008 Financial Statements 1999-2006 1998 and 2007 Stock and Transfer Book Registered Late WHEREFORE, Petitioner's allegation that it was not properly informed of the reportorial requirements to be submitted to the Commission which caused the revocation of its Certificate of Registration is without merit. Section 141 of the Corporation Code of the Philippines (the Code) requires corporation to submit an annual report of its operations and such other requirements as the Commission may require. The corporation is bound by the said provision of the law and it cannot claim ignorance to excuse it from compliance therewith. However, finding the documents submitted to support the instant Petition of TRANSPOWER BUILDERS AND DEVELOPMENT CORPORATION to be sufficient, the Order of Revocation dated October 25, 2005 is hereby SET ASIDE. cAaETS Further, Petitioner is directed to file with the Corporate Partnership Registration Division of the CRMD, its application for amended articles of incorporation pursuant to Section 16 of the Code, to reflect the change in the principal office address from 4B210 Sunflower St., Cainta Greenland Executive Village, Cainta, Rizal to Patrick St., cor. John St., Pleasantview Subdivision, Tandang Sora, Quezon City per its 2008 General Information Sheet and 2007 Audited Financial Statements, within thirty (30) days from receipt of this Order. Petitioner is warned that non-compliance therewith shall constitute a continuous violation of Section 16 of the Code. SO ORDERED. Mandaluyong City. August 26, 2008. (SGD.) BENITO A. CATARAN Director Footnotes 1. Photocopies are compared with the original of the documents. 2. Includes fines for violation of Section 16 of the Corporation Code of the Philippines by effecting a change in its principal office address (Patrick St., cor. John St., Pleasantview Subdivision, Tandang Sora, Quezon City, as stated in its 2008 GIS), without properly amending its Articles of Incorporation (which states 4B210 Sunflower St., Cainta Greenland Executive Village, Cainta, Rizal). SEIcHa