Tayag vs Benguet Consolidated Inc. (26 SCRA 242)

Tayag vs Benguet Consolidated Inc
26 SCRA 242 [GR No. L-23145 November 27,1968]

Facts: County Trust Company of New York, United States of America is the domiciliary administration of the decedent, Idonah Slade Perkins who owned 33,002 shares of stocks in the appellant, domestic corporation, Benguet Consolidated Inc. located in the Philippines. A dispute arose between the appellee, Tayag who is the appointed ancillary of Perkins in the Philippines and the domiciliary administration as to who is entitled to the possession of the certificate of shares, however, County Trust Company refuses to transfer the said certificate to Tayag despite the order of the court. Hence, the appellee was compelled to petition the court for the appellant to declare the subject certificates as lost to which appellant allegeed that no new certificate can be issued and the same cannot be rendered as lost in accordance with their by-laws.

Issue: Whether or not the certificate of shares of stock can be declared lost.

Held: Yes. Administration whether principal or ancillary certainly extends to the assets of a decedent found within the state or country where it was granted.

It is often necessary to have more than one administration of an estate. When a person dies intestate owning property located in the country of his domicile as well as in a foreign country, administration is had in both countries. That which is granted in the jurisdiction of decedent’s last domicile is termed the principal administration, while any other administration is termed the ancillary administration. The reason for the latter is because a grant of administration does not ex proprio vigore have any effect beyond the limits of the country in which it is granted.Hence, an administration appointed in a foreign state has no authority in the Philippines. The ancillary administration is proper, whenever a person dies, leaving in a country other than that of his last domicile, property to be administered in the nature of the deceased’s liable for his individual debts or to be distributed among his heirs.

Since there is refusal, persistently adhered to by the domiciliary administration in New York, to deliver the shares of stocks of appellant corporation owned by the decedent to the ancillary administration in the Philippines, there was nothing unreasonable or arbitrary in considering them lost and requiring the appellant to issue new certificates in lieu thereof. Thereby the task incumbent under the law on the ancillary administration could be discharged and his responsibility fulfilled.

Assuming that a contrariety exist between the provision of the laws and the command of a court decree, the latter is to be followed.

A corporation as known to Philippine jurisprudence is a creature without any existence until it has received the imprimatur of state according to law. It is logically inconceivable therefore it will have rights and privileges of a higher priority than that of its creator, more than that, it cannot legitimately refuse to yield obedience to acts of its state organs, certainly not excluding the judiciary, whenever called upon to do so.


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