In re Hee Sin Domestic Association of the Philippines, Inc.

April 30, 2008 SEC EN BANC CASE NO. 09-07-0212 IN THE MATTER OF HEE SIN DOMESTIC ASSOCIATION OF THE PHILIPPINES, INC. (SEC REG. NO. 012299) , petitioner . FOR : Setting Aside of the Order of Revocation O R D E R Petitioner HEE SIN DOMESTIC ASSOCIATION OF THE PHILIPPINES, INC. is a non-stock corporation registered with the Commission on February 19, 1957, the primary purposes of which are as follows: a) to enhance mutual understanding and promote closer relationship among its members; b) to foster a spirit of mutual helpfulness and assistance in times of need among the members of said family; c) to participate actively in civic, commercial, and social activities for the promotion of the common welfare of the members of the HEE SIN FAMILY and that of the community in general; d) to establish, maintain and conduct a clubhouse or recreation center for the enjoyment and convenience of the members; e) to afford, generally, to the members all the usual privileges, advantages and accommodations for the mutual improvements; and f) to acquire by lease, real and/or personal properties necessary for the purposes for which his corporation is organized. acAESC It has its business office address at Rm. 604, Kim Siu Cheng Foundation Bldg., 473 Sto. Cristo St., Tondo, Manila. In the Order 1 of the Commission dated December 28, 2001, petitioner, among others, was directed to appear in a hearing and show cause why its certificate of registration should not be revoked for failure to comply with the Commission's reportorial requirements. As petitioner failed to comply with this directive, it was deemed to have waived its right to be heard resulting in the revocation of its certificate of registration. During its meeting on July 13, 2006, the Commission En Banc, issued SEC Resolution No. 328 series of 2006 (SEC Res. No. 328), which reads: "RESOLVED, To ADOPT the policy that Petitions to Lift the Order of Revocation filed beyond the three-year period by corporations with revoked Certificates of Registration shall be acted upon by the CRMD based on the following grounds: That the corporation is: (a) covered by the Revocation Orders published in the Philippine Daily Inquirer on April 25, 2003, June 2, 2003, July 11, 2003, August 28, 2003, October 4, 2003, February 14, 2004 and October 28, 2005 and in the Philippine Star on July 3, 2006; and (b) in actual and continuous operation of its business on the date of revocation up to the time of filing of the petition; and Such other reasons as the Commission may deem meritorious." On January 11, 2007, the Commission En Banc passed SEC Resolution No. 10, series of 2007 (SEC Res. No. 10), which states: "RESOLVED, To ADOPT the policy that Petitions to Lift the Order of Revocation of Certificates of Registration must be filed within three years from the date of the revocation. Upon the expiration of the aforesaid period, the Order of Revocation shall become final and executory unless otherwise decided by the Commission En Banc in meritorious cases. This supersedes SEC RES. No. 328, s. of 2006." On September 28, 2007, petitioner filed the instant petition praying for the lifting of the Order of Revocation of its certificate of registration based on the ground that, "the officers were not aware of the Commission's reportorial requirements from 1996 to 2000. As we change[d] our Auditor in 2002, our record at SEC shows we are updated in filing [our] AFS & GIS for the years 2001 to present" . aDcEIH In support of its petition, petitioner submitted the following documents as proof of its continued operation: a) Annual Income Tax Return for the period ended December 2006; and b) Business Permit No. 2007-26658 dated February 6, 2007. It has also paid the penalty in the amount of Forty Four Thousand Two Hundred Fifty Pesos (P44,250.00) as assessed by the Law and Regulation Division of the Company Registration and Monitoring Department (CRMD) and evidenced by Official Receipt Number 000005492922. The sole issue to be resolved is whether or not the Order of Revocation of the Certificate of Registration of petitioner should be set aside. We answer in the negative. The certificate of registration of petitioner was revoked by virtue of the Order of the Commission dated December 28, 2001. Indubitably, this Order is not included in the Revocation Orders covered by SEC Res. No. 328. While SEC Res. No. 10 expressly superseded SEC Res. No. 328, the Commission En Banc did not intend to dispense with the conditions set forth in the latter resolution. SEC Res. No. 10 merely transferred the jurisdiction over said petitions from the CRMD to the Commission En Banc. In fact, the Commission En Banc, during its meeting on March 13, 2008, adopted the following resolution in order to clarify this issue and to eliminate any confusion that may arise in the interpretation of SEC Res. Nos. 328 and 10: "SEC RES. NO. 93, s. of 2008 RESOLVED To ADOPT THE POLICY OF DISQUALIFYING CORPORATIONS NOT INCLUDED IN SEC RES. NO. 328 SERIES OF 2006 from filing petitions to lift orders of revocation beyond the three-year period." WHEREFORE, premises considered, the instant petition is hereby DENIED for lack of merit. EaISDC Let a copy of this Order be furnished the Company Registration and Monitoring Department (CRMD), Law and Regulation Division, and the Economic Research and Information Department (ERID) of this Commission for their appropriate action. SO ORDERED. April 30, 2008, Mandaluyong City. (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 1. Published in the Manila Standard on January 21, 2002.