SEC Admin Case No. 09-12-160 In the matter of Doncil Finance Corporation

SECURITIES AND EXCHANGE COMMISSION SEC Bldg. EDSA, Greenhills, Mandaluyong City Republic of the Philippines

DONCIL FINANCE CORPORATION. In the matter of

For: Revocation of Corporate Registration SEC Admin. Case No. 09-12-160

DEPARTMENT, ENFORCEMENT AND PROSECUTION Petitioner,

DECISION

Commission to comply with its reportorial and other requirements in accordance with Sec. 6 par. (l) (3) and (l)(6) of Presidential Decree No. 902-A (PD 902-A). ("EPD"), praying for the revocation of the Certificate of Registration of DONCIL FINANCE CORPORATION ("Doncil Finance") for its continued defiance of the lawful order of the This resolves the Petition, filed by the Enforcement and Prosecution Department

Presentacion M. Llanto, on 16 October 2012. No Answer was filed within the prescribed period of fifteen (15) days from notice. Thus, Doncil Finance is considered as "in default" pursuant to Section 3-12 of the 2006 SEC Rules of Procedure, which reads: Summons was duly served upon Doncil Finance, through its Corporate Secretary

complaint within the abovestated period, he shall be considered as in defauit. The Hearing Panel or Officer shall, motu proprio, proceed to render judgment granting the complainant such relief as the complaint may warrant, unless the Hearing Panel or Officer determines that the complainant should be required to submit ex parte additional evidence." "Sec. 3-12. Effect of Failure to Answer. - -- If the respondent fails to answer the

Hence, we resolve the petition based on its allegations supported by substantial evidence.

H

Enforcement and Prosecution Department, Petitioner In the matter of Doncil Finance Corporation, SEC Administrative Case No. 09-12-160 Page 2 of 5

under SEC Registration No. CS2004002272. Doncil Finance is a financing corporation duly registered with the SEC on 21 June 2004

Finance directing it to pay an initial fine of Php13,600.00 and Php12,625.00 representing its 2006 annual fee in violation of Section 8 of the IRR.3 An Assessment Letter was issued to Doncil 2006 annual fee. On 09 August 2006, Doncil Finance paid only the annual fee. desk audit on Doncil Finance to determine its compliance with Republic Act No. 85562 and its Implementing Rules and Regulations (IRR) and found out that Doncil Finance failed to pay its In 2006, the Corporation Finance Department ("CFD") of the Commission conducted a

pay Php12,625.00 as annual fee. However, Doncil Finance paid only the annual fee. directing it to pay an initial fine of Php17,200.00 for its failure to pay its 2007 annual fee and to On 22 August 2007, the CFD again issued another Assessment Letter to Doncil Finance

cause why its Certificate of Authority (CA) to operate a financing company should not be suspended on the ground of non-payment of its penalties." Again, despite receipt of said letter, Doncil Finance did not reply. On 8 February 2008, CFD issued another letter to Doncil Finance directing it to show

However, despite receipt of CFD's Letter-Order, Doncil Finance did not comply or sent a reply. Finance failed (1) to file its 2007 4th Quarterly Report, 2008 Interim Financial Statements, 2007 Special Form for Financial Statements and 2004 to 2008 General Information Sheets; and (2) to on the foregoing, CFD ordered Doncil Finance to pay the maximum penalty of Php100,000.00.8 pay its 2008 annual fee and penalties for late payment of its 2006 and 2007 annual fees.' Based On 11 September 2008, CFD conducted another desk audit and found that Doncil

directed it to explain why its CA should not be suspended for violations of Section 8 and 13(a) of the IRR of RA 8556 and Section 26 of the Corporation Code.' Despite receipt of said letter, Doncil Finance failed to pay the assessed penalties. On 12 December 2008, CFD issued another show cause letter to Doncil Finance and

Notwithstanding receipt of said notices, no one appeared on behalf of Doncil Finance. Finance directing them to explain why the CA of Doncil Finance should not be revoked. On 17 March 2009, CFD sent notices of hearing to the directors and officers of Doncil

3 Records, pp. 33'-- 34. I Id., pp. 28 - 29. 7 Id., pp. 26 - 27. 8 Id., pp. 24 -- 25. 2 Financing Company Act of 1998. 4 Id., p. 32 5 Id., p. 31. 9 Id. pp. 22 -- 23. 10 Id., pp. 19 -- 21. Records, page 71

Enforcement and Prosecution Department, Petitioner In the matter of Doncil Finance Corporation. SEC Administrative Case No. 09-12-160 Page 3 of 5

its earlier order. The notices were sent to the residences of the directors and at the principal returned to sender with the mark "No one to receive" or "moved out.ti, office of Doncil Finance in Tondo, Manila. Except for Michelle Agrimano, the notices were On 22 June 2011, CFD issued another notice of hearing to Donci! Finance and reiterated

Doncii Finance and found that Doncil Finance failed (1) to pay its 2008 to 201l annual fees Information Sheet, Revised Anti-Money Laundering Operating Manual and Anti-Money amounting to Php50,500.00 and (2) to submit various reports and documents, namely, 2008 to 2010 Audited Financial Statements, 2007 to 2010 Special Form of Financial Statements, 2008 to 2011 (1st and 2nd semesters) Interim Financial Statements, 2005, 2006, 2008 to 2011 General Laundering Compliance Form. On 28 November 2011, CFD conducted an audit of the books and financial records of

penalty for late payment of annual fees.13 On 19 January 2012, the Commission En Banc operate a financing company for its numerous violations of the RA 8556 and SEC Memorandum Circular No. 8, series of 2009 on reportorial obligations and for its continuous failure to pay the revoked the CA of Doncil Finance.I4 On 13 January 2012, CFD recommended the revocation of Doncil Finance's CA to

Licensing Office of Manila by revoking the business permit of Doncil Finance and post a Notice to the Public that its CA was revoked. It also endorsed to EPD the revoked CA of Doncil Finance for appropriate action. Thus, EPD filed the instant Petition. To implement said Order, CFD requested the assistance of the Business Permit and

revoke Doncil Finance's Certificate of Registration. The ultimate issue to be resolved in this Petition is whether there is sufficient ground to

failure to file reportorial requirements are some of the grounds for revocation of the certificate of registration of corporations, viz refusal to comply with any lawful order of the Commission restraining commission of acts and Section 6, paragraphs (l) (3) and (6) of PD 902-A, as amended, expressly provides that

possess the following powers: xxx "Sec. 6. In order to effectively exercise such jurisdiction, the Commission shall XXX XXX

provided by law, including the following:xxxxxx of registration of corporations, partnerships or associations, upon any of the grounds (l) To suspend, or revoke, after proper notice and hearing, the franchise or certificate XXX

I2 Id., p. 12'- 1 3. + Records., Pp 14 - 18. I Id., p. 9 - I1. 14 id., p. 8.

Enforcement and Prosecution Department, Petitioner In the matter of Doncil Finance Corporation, SEC Administrative Case No. 09-12-160 Page 4 of 5

restraining commission of acts which would amount to a grave violation of its franchise; (3) Refusal to comply or defiance of any lawful order of the Commission

XXXXXXXXX

Commission within the prescribed period." (6) Failure to file required reports on appropriate forms as determined by the

among other reports required by the Commission pursuant to Sec. 141 of the Corporation Code.1 reports required under RA 8556 and Section 13 of its IRR.15 It also failed to file its 2008 to 2010 Audited Financial Statements and 2005, 2006 and 2008 to 2010 General Information Sheets, Clearly, there is sufficient ground to revoke the Certificate of Registration issued to Doncil Finance. In the present case, Doncil Finance has continuously failed to submit the aforementioned

to operate a financing company and the maximum assessed penalty of Php100,000.00. It even moved out of its last known principal address in 2010 while proceedings are pending with the CFD without notifying the latter of its new forwarding address. Moreover, Doncil Finance did not take heed of CFD's Letter-Order to pay its annual fees

Doncil Finance warrants the revocation of its Certificate of Registration pursuant to Sec. 6 pars. (l) (3) and (6) of PD 902-A. Accordingly, the numerous violations committed and continuously being committed by

1s Section 13. Periodic Reports. Every financing company shall file with the Commission the following reports:

Expenses for the period between the end of the preceding fiscal year and the end of the most recent fiscal quarter; statements; (a) Within forty-five (45) days from the end of each fiscal quarter a quarterly report which shall include: (b) Within one hundred twenty (120) days after the end of the fiscal year, five copies of the audited financial (d) Such other reports as the Commission may require; xxx (c XXx (1) Statement of Condition as of the end of the most recent fiscal quarter and Statement of Income and (2) Schedule of aging of receivables xxx (4) List of officers, directors and stockholder: (3) Schedule of liabilities xxx

Commission may require. Such report shall be submitted within such period as may be prescribed by the Securities Philippines shall submit to the Securities and Exchange Commission an annual report of its operations, together with a financial statement of its assets and liabilities, certified by any independent certified public accountant in appropriate cases, covering the preceding fiscal year and such other requirements as the Securities and Exchange and Exchange Commission. 16 Sec. 141. Annual report of corporations.- Every corporation, domestic or foreign, lawfully doing business in the

17 Records, pp. I and 8.

Enforcement and Prosecution Department, Petitioner In the matter of Doncil Finance Corporation. SEC Administrative Case No. 09-12-160 Page 5 of 5

Accordingly, the Certificate of Registration of DONCIL FINANCE CORPORATION is hereby REVOKED. WHEREFORE, foregoing premises considered, the instant Petition is GRANTED

Department, the Corporation Finance Department, the Enforcement Prosecution Department and the Economic Research & Information Department for their information and appropriate action. Let a copy of this Decision be furnished to the Company Registration and Monitoring

SO ORDERED.

15 August 2013, Mandaluyong City, Philippines.

TERESITA J. HERBOSA x. Chairperson

MA. JUANITA/E. CUF Commissioner MANUEI Commissioner TO B. GAITE

ELADIO M JALA Commissioner ANTONIETA F. IBE * Commissioner

*on official business