In re Dr. Graciano Lopez Jaena Foundation, Inc.

November 28, 2008 SEC EN BANC CASE NO. 07-08-0483 IN THE MATTER OF DR. GRACIANO LOPEZ JAENA FOUNDATION, INC. SEC REGISTRATION NO. 0000117939 RE : Setting Aside Order of Revocation of Certificate of Registration O R D E R Petitioner, DR. GRACIANO LOPEZ JAENA FOUNDATION, INC. (formerly: Graciano Lopez Jaena Press Foundation, Inc.), is a foundation registered with the Commission on December 08, 1983, under SEC Registration No. 0000117939, with office address at Casa Plaza Rm. 203, Gen. Luna St., Iloilo City, organized to perpetuate the ideals of Dr. Graciano Lopez Jaena as an outstanding nationalist, propagandist and national hero, as stated in its Articles of Incorporation. DSHcTC On 11 August 2003, its Certificate of Registration was revoked by the Commission, by virtue of SEC Order dated 08 July 2003, published on 11 July 2003 in the Philippine Daily Inquirer, for non-filing of reports. Petitioner now prays for the setting aside of the Order of Revocation dated July 08, 2003, on the following grounds: 1. that Petitioner has been operating since 1983, however, it was not fully aware of the yearly reportorial requirements, as such they were not able to accomplish and submit the same; 2. that despite non-filing of reports, Petitioner acquired a parcel of land and built a shrine in honor of Dr. Lopez Jaena, which it also used for fund-raising to promote the ideals of Dr. Lopez Jaena; 3. that Petitioner maintained a bank account for its operations in pursuit of its objectives and to finance its current projects; and 4. that petitioner has no intention to violate the law and any SEC rules and regulations; In support of its Petition, Petitioner submitted the following documents: 1 1. Photocopy of Certification by the City Mayor of Iloilo, dated August 13, 2008, that the City Government of Iloilo has been giving moral and financial support to Petitioner since 1983; 2. Photocopy of Certification, (by Rizal Commercial Banking Corporation), dated August 12, 2008 that Petitioner is its client since 2002; 3. Trustees' Certificate dated June 30, 2008, certifying that at the special joint meeting of members and trustees held on February 15, 2008 in Jaro, Iloilo City, at which quorum was present, the resolution allowing the filing of Petition to Set Aside Order of Revocation was unanimously approved; 4. Photocopy of letter (of the City Mayor of Iloilo), dated June 2, 2008, inviting Petitioner to participate in celebrating the 110th Philippine Independence Day; HEASaC 5. Photocopy of invitation dated December 18, 2006 on the observance of the 150th Birth Anniversary of Dr. Graciano Lopez Jaena; 6. Photocopy of Certification (by the Association of Barangay Captains, Jaro District Chapter, Iloilo City) dated May 28, 2008, that Petitioner annually celebrates the Birth Anniversary of Dr. Graciano Lopez Jaena; 7. Photocopies of Minutes of Meetings held on various dates in 2007 and 2008 recorded and signed by the corporate secretary; 8. Photocopy of Memorandum of Agreement dated April 10, 2008 and a letter dated March 13, 2008, with Steve O'Neal Productions, for Petitioner to be a partner-beneficiary in a fund raising program; 9. Photocopy of letter dated April 21, 2008 to the Mayor of Iloilo City requesting for a permit to hold a concert and exemption from payment of amusement tax; 10. Photocopies of news clippings of activities undertaken by Petitioner (December 22, 2007, Philippine Daily Inquirer; September 27, 2006, Panay News and the Philippine Star; and June 13, 2008, The Daily Guardian); 11. Photocopies of Invitation on the activities and programs of Petitioner on December 18, 2007 and January 19, 2007; 12. Photocopy of a thank you letter dated February 28, 2008 to the President of Association of Barangay Captains, Jaro District, Iloilo City, for its PhP5,000.00 donation; 13. Photocopy of letter dated December 17, 2007 submitting the attached list of donors to the Department of the Interior and Local Government, Fort San Pedro, Iloilo City; 14. Photocopy of Income Tax Return for the calendar year 2007 received by the Bureau of Internal Revenue on July 02, 2008; 15. Photocopies of Official Receipts issued by Petitioner to various entities from February 2007 to February 2008; TCHEDA 16. Photocopy of BIR letter dated September 21, 2006 exempting Petitioner from income tax; 17. Photocopy of BIR Certificate of Registration dated January 05, 2006; 18. Photocopy of Certificate of Affiliation dated August 11, 2003 with National Historical Institute; 19. Photocopy of Transfer Certificate of Title No. T-142170 of a parcel of land in Iloilo City, registered in the name of Petitioner on May 23, 2003, with attached Tax Declaration of Real Property dated June 06, 2003 and sketch plan of the property; 20. Photocopy of the Title Page and Preface of the Book "Mightier than the Sword" published by Petitioner on September 1988; and 21. Photocopy of invitations and programs from the years 1983 to 2005 on the celebration of the birth anniversary commemoration of Dr. Jaena. Petitioner submitted its 2007 General Information Sheet and 2007 Financial Statements to prove its intention to continue its registration with the Commission. It also commits to immediately pay the fines as due. On June 30, 2008, Petitioner paid the fine of PhP56,8250.00, n the amount assessed by the Iloilo Extension Office of the Commission under O.R. No. 5518585, for non/late filing/registration of the following, on the years indicated hereunder: NOT FILED FILED LATE General Information Sheet 1996-2006 2007 Financial Statements 1996-2006 Membership Book Registered late WHEREFORE, Petitioner's allegation that its failure to file the Commission's reportorial requirements was due to its lack of knowledge is without merit. 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. HCEISc However, finding other documents submitted sufficient to establish that Petitioner have n been operating despite non-filing of reports and, its intent to continue as a juridical entity, the Order of the Commission dated July 08, 2003, revoking the Certificate of Registration of the DR. GRACIANO LOPEZ JAENA FOUNDATION, INC., is hereby SET ASIDE. SO ORDERED. Mandaluyong City, November 28, 2008. (SGD.) FE B. BARIN Chairperson on leave MA. JUANITA E. CUETO Commissioner (SGD.) JESUS ENRIQUE G. MARTINEZ Commissioner (SGD.) RAUL J. PALABRICA Commissioner (SGD.) THADDEUS E. VENTURANZA Commissioner Footnotes 1. Photocopies are faithful reproductions of the originals of the documents. n Note from the Publisher: Copied verbatim from the official document. n Note from the Publisher: Copied verbatim from the official document.