Mr. Inobobby P. Pinili

February 1, 1983 Mr. Inobobby P. Pinili Rural Bank of Davao City RBDC Building, San Pedro St. Davao City Sir : This refers to your letter dated January 22, 1983, requesting the opinion of this Commission on the query posed therein. llcd It appears therein that Mr. Rogaciano Oropeza is a stockholder of record of Rural Bank of Davao City, owning 14,000 common shares. On November 19, 1982, the bank received a Notice of Garnishment from the Davao City Sheriff's Office, attaching the cash deposits or shares of stock of Mr. Oropeza which might be deposited therein the amount of P800,000.00. The provisional remedy shows to be an adjunct of the main suite entitled Radiowealth Finance Company (plaintiff) v. Rogaciano Oropeza (Defendant). Your query is whether Mr. Rogaciano Oropeza may exercise his right to vote on the 14,000 common shares during the scheduled stockholders' meeting. Anent thereto, please be informed that the person having the legal title to the stock is the person entitled to vote, in the absence of an express charter or statutory provision to the contrary (5 Fletcher, Cyc. of Corporation, 2027). Our statute on the matter provides thus: ". . . In stock corporations, every stockholder entitled to vote shall have the right to vote in person or by proxy the number of shares standing , at the time fixed in by-laws, in his own name on the stock books of the corporation , or where the by-laws are silent, at the time of the election . . . ." (Section 24, Corporation Code of the Philippines. Emphasis supplied). llcd Likewise, in California, the right to vote at a stockholders' meeting depends upon the ownership of the stock as disclosed by the stock books of the corporation, and a registered stockholder must be allowed to vote irrespective of any question of bona fides (5 Fletcher, Cyc. of Corporation, 2023). The same ruling shall obtain notwithstanding the garnishment wherein plaintiff Radiowealth Finance Company seeks to subject to his claim cash deposits or shares of stock of Mr. Oropesa in the hands of the garnishee rural bank. Such seems to be the proper rule for "in garnishment, usually there is no actual seizure of the property and no specific lien is acquired therein; the property remains with the garnishee" (3 Moran, Comments on the Rules of Court, 1980 Ed., p. 5, citing Watson v. Goldstein, 222 N.W. 509). "Garnishment merely impounds the property in the garnishee's possession and maintain its status quo until determination of the main action" (Ibid., citing Robinson v. La Farge, 12 P (2d) 843). In order that a creditor may acquire a lien by virtue of his attachment, it is not alone sufficient that a writ of attachment has been regularly issued by a competent authority, or even placed in the hands of the officer, but there must be actual and valid levy on the property of the debtor, and until such valid levy has been made, the attachment creditor has no rights in his debtor's property (3 Moran, Comments on the Rules of Court, 1980 Ed., p. 11, Emphasis supplied). The record owner of the stock, as between himself and the corporation, has still the right to vote therein. Your query is therefore, answered in the affirmative. LibLex Very truly yours, (SGD.) JESUS J. VALDES Associate Commissioner