In re Matter of El Salvador Colleges, Inc.

November 28, 2008 SEC EN BANC CASE NO. 07-07-0117 IN THE MATTER OF EL SALVADOR COLLEGES, INC. SEC REGISTRATION NO. DN093-000451 FOR : Setting Aside the Order of Revocation of the Certificate of Registration O R D E R Petitioner, EL SALVADOR COLLEGES, INC., (formerly GARDEN OF ANGELES LEARNING CENTER, INC.) is a non-stock educational corporation registered with the Commission on 04 June 1993, under SEC Registration No. DN093-000451, with principal office at Poblacion, El Salvador, Misamis Oriental, organized to operate colleges and schools giving pre-school, primary, elementary, secondary, collegiate and post-graduate courses, as stated in its Article of Incorporation. On 03 November 2003, its Certificate of Registration was revoked by the Commission, by virtue of SEC Order dated 30 September 2003, published on 04 October 2003 in the Philippine Daily Inquirer, for non-filing of reports. Petitioner now prays for the setting aside of the said Order of Revocation dated 30 September 2003 on the following grounds: 1. that Petitioner was not aware that there are reports to be submitted to this Honorable Commission; 2. that Petitioner did not receive any notice of Revocation prior to the said revocation; and, EScAID 3. that Petitioner has no intention to violate the law and the Commission's rules and regulations. In support of its Petition, Petitioner submitted the following documents: * 1. Photocopy of minutes of meeting dated 29 June 2007, signed by Karyn Lee A. Tribaco, Secretary; 2. Photocopy of 2007 Business License and Mayor's Permit, Municipality of El Salvador, Misamis Oriental; 3. Secretary's Certificate dated 08 November 2006 signed by Atty. Karyn Lee A. Tribaco, Corporate Secretary of the Petitioner. EDISaA 4. Trustees' Certificate dated 20 June 2007, certifying that at the regular meeting of the members and the Board of Trustees, held on 23 September 2006 in Poblacion, El Salvador, Misamis Oriental, at which a quorum was present, the resolution allowing the filing of Petition to Set Aside Order of Revocation was unanimously approved; Petitioner submitted its 2007 General Information Sheet and 2006 Financial Statements to prove its intention to continue its registration with the Commission. It also commits to immediately pay the fines as due. On 05 July 2007, Petitioner paid the fine of PhP10,750.00, the amount assessed by the SEC-Cagayan de Oro Extension Office, under O.R. No. 5458178, for non-filing of the following, on the years indicated hereunder: NOT FILED FILED LATE General Information Sheet 1996-2005 2006-2007 Financial Statements 1996-2005 2006 WHEREFORE, Petitioner's allegation that it was not aware of the reportorial requirements to be submitted to the Commission is without merit considering that Section 141 of the Corporation Code of the Philippines requires corporations 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 as excuse from compliance therewith. Further, Petitioner's allegation that it did not receive the Order of Revocation dated 22 April 2003 is also without merit, considering that said Order was published on 04 October 2003 in the Philippine Daily Inquirer, a newspaper of general circulation, pursuant to SEC Memorandum Circular No. 4 Series of 2003, which states that in case where the Commission may deem practicable considering the great number or unknown addresses of corporations involved, the show cause order shall be published once in a newspaper of general circulation. Publication in a newspaper of general circulation is sufficient notice for the corporations concerned. However, finding the submitted documents sufficient to establish Petitioner's intent to continue as a going concern entity, the Order of the Commission dated 30 September 2003, revoking the Certificate of Registration of EL SALVADOR COLLEGES, INC., is hereby SET ASIDE. Further, Petitioner is hereby directed to submit its 2008 Business Permit within thirty (30) days from date of receipt hereof. Failure on the part of the petitioner to comply with the directive shall cause the recall of the instant Order. SO ORDERED. Mandaluyong City, November 28, 2008. (SGD.) FE B. BARIN Chairperson (SGD.) MA. JUANITA E. CUETO Commissioner (SGD.) JESUS ENRIQUE G. MARTINEZ Commissioner (SGD.) RAUL J. PALABRICA Commissioner (SGD.) THADDEUS E. VENTURANZA Commissioner Footnotes * Photocopies are faithful reproductions of the originals of the documents.