In re MSV Farms, Inc.

December 24, 2008 SEC EN BANC CASE NO. 09-08-0510 IN THE MATTER OF MSV FARMS, INC. SEC REGISTRATION NO. 0000128995 RE : Setting Aside Order of Revocation of Certificate of Registration O R D E R Petitioner, MSV FARMS INC., is a stock corporation registered with the Commission on October 04, 1985 under SEC Registration No. 0000128995, with principal office address at BEA Compound, San Juan, Batangas, engaged in agricultural business, as stated in its Articles of Incorporation. On September 29, 2003, its Certificate of Registration was revoked by virtue of SEC Order dated August 20, 2003 which was published on August 28, 2003 in the Philippine Daily Inquirer for non-filing of reports. Petitioner now prays for the setting aside of the Order of Revocation dated August 20, 2003, on the following grounds: 1. that despite non-commercial operation of Petitioner, it did not cease to operate internally or administratively and continued to hold real properties in connection with the operation of its business and paid real property taxes thereon; 2. that it commits to immediately pay the penalties due; 3. it has no intention to violate the laws or SEC rules and regulations; and 4. the Petition is filed for the Petitioner's continuous legitimate operation in the conduct of its business. In support of its Petition, Petitioner submitted the following documents: 1 1. Director's Certificate and Minutes of the stockholders and directors meeting, both dated August 06, 2008, certifying that at the special joint meeting of stockholders and directors held on the same date, at Unit 801 Megaplaza Building, Ortigas Center, Pasig City at which a quorum was present, the resolution allowing the filing of Petition to Set Aside the Order of Revocation was approved; 2. Photocopies of ORs issued by Office of the Treasurer, Batangas on August 13, 2008 for payment of real property tax for agricultural lands in the name of Petitioner; ESaITA 3. Photocopy of Income Tax Return for the calendar year 2007, received by the Bureau of Internal Revenue on March 31, 2008; 4. Photocopy of 2008 Mayor's Permit, Office of the Mayor, San Juan, Batangas; 5. Photocopy of Tax Clearance Certificate No. RD# 011-2007 issued on February 27, 2007 (by the Revenue District Officer, Revenue District No. 59, Lipa City, Bureau of Internal Revenue) certifying that Petitioner has no outstanding tax liability; and 6. Photocopies of Transfer Certificates of Title Nos. T-56035, T-5604, T-56033, and T-109769 of parcels of land, all located in Batangas. Petitioner submitted its 2007 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 commits to immediately pay the fines as due. On September 10, 2008, the Petitioner paid the fine of PhP13,500.00 under O.R. No. 0208339, for non/late filing/registration of the following, on the years indicated hereunder: SCEHaD REQUIREMENTS NOT FILED FILED LATE General Information Sheet 1996-2006 2007 Financial Statements 1996-2006 2007 Stock and Transfer Book Registered Late By-laws Registered Late WHEREFORE, finding the Petition meritorious, the Order of the Commission dated August 20, 2003, revoking the Certificate of Registration of MSV FARMS, INC., is hereby SET ASIDE. However, Petitioner is hereby directed to commence actual commercial operations immediately upon, and to submit proofs thereof not later than six (6) months after, receipt of this Order. Failure on the part of Petitioner to comply with this directive shall cause the recall of this Order. IcESDA SO ORDERED. Mandaluyong City, December 24, 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 1. Photocopies are faithful reproductions of the originals of the documents.