Feliciano vs CoA (GR No. 147402 January 14, 2004)

Feliciano vs Commission on Audit
GR No. 147402 January 14, 2004

Facts: A special audit team from COA Regional office no. VIII audited the accounts of LMWD. Subsequently, LMWD received a letter from COA dated July 19, 1999 requesting payment of auditing fees. As general manager of LMWD, petitioner sent a reply dated October 12, 1999 informing COA’s regional director that the water district could not pay the auditing fees. Petitioner cited as basis for his action section 6 and 20 of Presidential Decree no. 198 as well as section 18 of RA 6758. The regional director referred petitioner to reply o the COA Chairman on October 18, 1999. On October 19, 1999, petitioner wrote COA through the Regional Director asking for refund of all auditing fees LMWD previously paid to COA. On March 16, 2000, petitioner received COA Chairman Celso D. Gangans resolution dated January 3, 2o00 denying his requests. Petitioner filed a motion for reconsideration on March 31, 2000, which COA denied on January 30, 2001.

Issue: Whether or not petitioner LMWD is a private corporation exempt from the auditing jurisdiction of COA.

Held: No. Private corporations may exist only under a general law. If the corporation is private, it must necessarily exist under a general law. Stated differently, only corporations created under a general law can qualify as private corporations under existing laws, that general law is the corporation code, except that the cooperative code governs the incorporation of cooperatives.

Obviously, LWDs are not private corporations because they are not created under the corporation code. LWDs are registered with the Securities and Exchange Commission (SEC). Section 14 of the corporation code states that all corporations under this code shall file with the SEC articles of incorporation. LWDs have no articles of incorporation, no incorporators and no stockholders or members. There are no stockholders or members to elect the board of directors of LWDs as in the case of all corporations registered with the SEC. The local mayor or the provincial governor appoints the directors of LWDs for a fixed term of office. This court has ruled that LWDs are not created under the corporation code.

The determining factor of COA’s audit jurisdiction is government ownership or control of the corporation. The criterion of ownership and control is more important than the issue of original charter.

Certainly, the government owns and controls LWDs. The government organizes LWDs in accordance with a specific law, PD 198. There is no private party involved as co-owner in the creation of and LWD. Just prior to the creation of LWDs, the national or local government owns and controls all their assets. The government controls LWDs because under PD 198 the municipal or city mayor, or the provincial governor, appoints all the board of directors of an LWD for a fixed term of six (6) years. The board of directors of LWDs are not co-owners of the LWDs. LWD have no private stockholders or members. The board of directors and other personnel of LWDs are government employees subject to civil service laws, anti-graft laws.

Section 18 of RA 6758 prohibits COA Personnel from receiving any kind of compensation from any government except compensation paid directly by COA out of its appropriations and contributions. Thus, RA 6758 itself recognizes an exception to the statutory ban by COA personnel receiving compensation from GOCCs.

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