Mr. Antonio B. Ibañez

May 12, 1988 Mr. Antonio B. Ibaez 108 Bernardo Street Area 2, U.P. Campus Diliman, Quezon City Sir : This has reference to your letter dated April 12, 1988, requesting information on the query stated therein. It appears that your deceased aunt left some certificates of her shares of stock in various corporations such as Legaspi Oil Company, Southern Luzon Coconut Oil Mill, San Pablo Manufacturing, Granexport Manufacturing and United Coconut Planters Bank, ranging from 5 to 67 shares (all at the par value of P1.00 each) and with dates of the various certificates ranging from July 25, 1983 to November 18, 1985. You request information from this Commission on what to do with the said certificates of stock. Relative thereto, we hereby reiterate our previous opinion: "It is settled that on the death of a shareholder, his executor or administrator becomes vested with the legal title to the stock and entitled to vote the same at all meetings, and that until a settlement and division of the estate is effected, the stock of the decedent belongs to said administrator or executor as his personal representative. This rule is true even if the shares stand in the books of the corporation in the name of the decedent, or without a formal transfer of the stock in the books of the corporation." ( Ltr. to Casino Espaol de Manila dtd. March 3, 1986 ). It is likewise advised that to transfer the shares of stock in favor of the heirs of the deceased stockholder, a judicial or extra-judicial partition of her estate is necessary if she died intestate or without a will otherwise it will be necessary to wait for the termination of the testamentary proceedings and the final adjudication of the shares of stock in accordance with the will of the decedent. Please be informed also that to record changes in stockholdings resulting from the death of a stockholder, existing internal revenue laws require the presentation of proof of payment by the heirs of the estate tax before any transfer of stock in their favor can be recorded in the books of the corporation. Please be advised accordingly. (SGD.) JESUS J. VALDEZ Associate Commissioner