Mr. Mario F. Clutario

November 22, 1982 Mr. Mario F. Clutario No. 2 Marietta St. Marietta-Romero Village Santa Lucia Barangay Pasig, Metro Manila Sir : This refers to your undated letter requesting for review of the Commission's action indorsing your letter-complaint, relative to the regularity of the election and eligibility of the Board of Directors of Marietta-Romeo Village Homeowners Association, Inc., to the Home Financing Corporation for action, it being the agency charged with the supervision of homeowners association under Executive Order No. 535. cdlex It is your contention that the Securities and Exchange Commission has the jurisdiction over homeowners association, alleging that Executive Order No. 535, issued on May 3, 1979 creating and vesting the Home Financing Corporation the exclusive jurisdiction over homeowners association, is deemed repealed by the Corporation Code of the Philippines, approved on May 1, 1980, which provides under Section 146, thereof, as follows: " Repealing Clause Except as expressly provided by this Code, all laws or parts thereof inconsistent with any provisions of this Code shall be deemed repealed." In this regard, the Commission begs to disagree with your contention, for under the principle of statutory construction, "where the repealing act does not specifically point out the law or laws which it abrogates but merely provides that all laws and parts of laws in conflict or inconsistent with the new act are thereby repealed, considerable difficulty is encountered in determining whether certain laws are inconsistent" (Crawford, Statutory Construction, p. 194). Yet, in order to be repealed, Executive Order No. 535 which has the force and effect of law, must actually be inconsistent; it must be repugnant and irreconcilable with the repealing act. But mere inconsistency on the part of a repealing act with a special or local law, does not repeal the latter. There must be in such cases some other indication of the legislative intent to repeal (Crawford, Statutory Construction p. 195). Thus, "a subsequent statute, general in character as to its terms and application, is not construed as repealing a special or specific enactment unless the legislative purpose to do so is manifest. This is so even if the provisions of the latter are sufficiently comprehensive to include what was set forth in the special act "(emphasis supplied, Ruperto G. Martin on Statutory Construction citing Villegas vs. Subido, No. L-31711, September 30, 1971). Likewise, it is noteworthy to mention that the Corporation Code recognizes the existence of corporations created or governed by special laws, Section 4 of the Corporation Code, provides, thus: "SECTION 4. Corporations created by special laws or charters . Corporations created by special laws or charters shall be governed primarily by the provisions of the special law or charter creating them or applicable to them, supplemented by the provisions of this Code, insofar as they are applicable." cdll In this connection, Executive Order No. 535, constituting the Home Financing Corporation, provides thus: "xxx xxx xxx 2. In addition to the powers and functions vested under the Home Financing Act, the corporation shall have among others, the following additional powers: a) To require submission of and register articles of incorporation of homeowners association and issue certificates of incorporation/registration ...;and exercise all the powers, authorities and responsibilities that are vested on the Securities and Exchange Commission with respect to homeowners association, the provisions of Act 1459, as amended by P.D. # 902-A, to the contrary notwithstanding. b) To regulate and supervise the activities and operations of all homeowners association registered in accordance therewith; xxx xxx xxx" To carry out and implement the provisions of Executive Order No. 535, the Home Financing Corporation has issued Rules and Procedures on Incorporation and Settlement of Disputes of homeowners associations .Rule 4 thereof, thus provides in part: "Rule 4. Hearing of Disputes and Nature of Proceedings SECTION 1. Kinds of Disputes . The Corporation or Other Offices, Agencies or Persons Designated by it shall hear and decide cases involving: xxx xxx xxx (B) Questions of Eligibility of Directors, Officers, or members of the association and regularity in their election, appointment or selection. It appearing that controversies affecting homeowners association are well within the jurisdiction of Home Financing Corporation under Executive Order No. 535, its implementing rules and regulations, the Commission denies your request for a reconsideration of our first indorsement letter, dated October 24, 1982, referring to the Home Financing Corporation your letter complaint, dated October 15, 1982. LibLex Very truly yours, (SGD.) MANUEL G. ABELLO Chairman