A family dispute for control of a 50-year-old corporation has inserted itself into the national debate as a titillating sideshow to the ongoing impeachment trial of Chief Justice Renato Corona.
At the hearing on Thursday, it was revealed in testimony that three accounts in the name of Corona at the Philippine Savings Bank (PSBank) containing P32.6 million were closed on Dec. 12, 2011, the day 188 House members signed the impeachment complaint against the Chief Justice.
Corona’s lawyers explained that the money belonged to the Basa-Guidote Enterprises Inc. (BGEI), a corporation of Cristina Roco-Corona’s family of which she is now “almost sole owner.”
Sold for P34 million
Earlier in January, the defense had marked as evidence a photocopy of a check for P34 million that had been deposited in the accounts of the Coronas at PSBank. Corona’s lawyers said the P34 million was payment made by the City of Manila for a piece of property that it bought from the BGEI in 2001.
According to documents from the Securities and Exchange Commission (SEC), BGEI was incorporated on May 30, 1961. The incorporators—grandchildren (and their spouses) of Jose Ma. Basa, the distinguished patriot and contemporary of national hero Jose Rizal—were Jose M. Basa III, Raymunda G. Basa, Flor Maria Basa, Vicente Roco, Asuncion Basa-Roco as board directors, and Jose M. Basa III, Randy Basa, Mario Basa, Jr., Raymunda G. Basa as corporate officers.
Cristina’s involvement in the BGEI derived from her parents, Vicente Roco and Asuncion Basa-Roco, the company’s president and board secretary, respectively, since 1963, documents obtained by the Inquirer showed.
By 1995, most of the original incorporators had died. Vicente passed away in California in 1993, while Sr. Concepcion Basa, the board treasurer, died in 1995. Two former officers, Mario Basa and Rosario Basa, who had served as vice president and treasurer, respectively, died earlier in 1983. Only Cristina’s mother Asuncion was alive but had abandoned her position.
BGEI’s registration was revoked by the SEC on May 26, 2003, for failure to make financial reports. But as the debate among the senators at the hearing showed, the corporation did not cease to function.
In fact, from about 1989, the stockholders and heirs have been involved in an ownership dispute that has taken the case through the SEC, Manila regional trial courts and the Court of Appeals.
From various statements and letters she wrote in 2002 opposing the appointment of Renato Corona as Associate Justice of the Supreme Court, Ana Basa, a cousin of Cristina, accused the latter of having “usurped” control of the family corporation despite her mother, Asuncion Basa-Roco owning only 10 percent of the corporation’s stock.
According to Ana, Vicente had “casually delegated his responsibility and function [sic] to his daughter Cristina.” She said there was “no board resolution to support” this and that the rest of the board had been “completely ignorant” of it.
Ana further alleged that Cristina “effectively kept the majority stockholders in the dark, completely unaware about its operations and its financial status.”
In June 1995, notice to the public ads came out in major newspapers announcing that an estafa case had been filed against Cristina by BGEI majority stockholder Jose Ma. Basa III, Ana’s father, in behalf of the company.
The notice warned the public, particularly the tenants of the Basa-Guidote Building located on the corner of Legarda and J. Figueras Streets in Sampaloc, Manila, that Cristina was involved in a “criminal complaint for estafa … for misappropriating the proceeds of rentals” due the BGEI.
In November 1995, the city prosecutor of Manila dismissed the estafa charge, saying that Cristina was able to show proof that she did not pocket P224,000 in rent money paid by Dermagen, and that the amount had been “duly entered and recorded in the books of the corporation.”
“Though it would seem complainants’ allegations are correct at first glance yet the same was fully explained by respondent showing proof that she never pocketed the P224,000 rentals of Dermagen. Respondent presented proof, specifically the certification from Vicente Reyes and Asso., corporation auditors of Basa Guidote, to the effect that the P224,000 was duly entered and recorded in the books of the corporation,” it said.
“Said certification is a clear proof that the money subject matter of this case was turned over to Basa-Guidote Enterprises negating therefore the contention of complainants that respondent misappropriated the P224,000, hence we find no criminal intent on the part of the respondent,” the prosecutor said.
Cristina subsequently sued Jose III, along with Raymunda G. Basa, Betsy Basa Tenchavez, Cecilia Henson Basa, Flor Ma. Basa, Felix Carlos Vicentillo and Virgilio Macaventa, for libel for the publication of the notice ads.
In September 1997, the Manila Regional Trial Court Branch 35 found Jose III, Raymunda and Macaventa guilty of libel and sentenced them to imprisonment ranging from four months to two years and to pay half of the litigation costs. They were also ordered to pay Cristina P700,000 in moral damages. The court acquitted Betsy, Cecilia and Flor.
The trial court ruled that “there was no good motive” on the part of the complainants and cited that it found “open enmity” between Basa and Cristina which surfaced in October 1989, when Jose III, Concepcion Basa, Flor, Cecilia and Raymunda, representing themselves as majority stockholders of BGEI, “ousted [Cristina] as vice president and assistant secretary” of BGEI, and elected a new set of officers in a special meeting, supposedly to solve “management problems of the corporation.”
However, the new officers were unable to take over the management of BGEI. In December 1989, the SEC issued a writ of preliminary injunction ordering the new officers to “refrain from representing themselves as the new management, board of directors and/or officers” of BGEI.
According to the Manila Regional Trial Court, “accused Basa III et al must have deeply resented their reversals before the SEC, and this induced them to harass and plot against [Cristina] by initiating false charges against her before the Office of the City Prosecutor of Manila.”
Jose III et al appealed the decision, but in August 2005, the 1st Division of the Court of Appeals subsequently upheld the lower court’s decision.
In its decision, the appellate court said: “The notice-ad is not a private communication nor a fair and true report. It was addressed to the public although the corporation had only eight tenants … If appellants’ intention was merely to inform the tenants of the corporation of the alleged nonremittance of their rental payments, they could have just sent letters/notices to the tenants advising them of the nonremittance. In other words, there was absolutely no need for publication of the notice ad.”
The Court of Appeals also modified their sentences and ordered them instead to pay fines of P6,000 each and half of the litigation costs.
In April 2002, Jose III filed an opposition to the nomination of Renato Corona to the Supreme Court, saying that Corona “will not be capable of rendering fair and just decisions as he has not exhibited such character.”
In his letter to the Judicial and Bar Council (JBC), Jose III accused the Corona couple of having taken over the family business.
“With the intention of gaining control over BGEI, [Cristina] with the tacit consent of [Renato], filed two cases with the Securities and Exchange Commission purposely to prevent us from holding a stockholders’ meeting,” he said, adding that Renato “managed to get a questionable ruling” from SEC.
In his letter, Jose III also told the JBC that Cristina had been “administering the corporation by herself without rendering any accounting to the stockholders” and that Renato had been “actively involved” in preventing the group from holding stockholders’ meetings.
“By doing so, he is tolerating and condoning the unfair and unlawful actions of his wife,” Basa III added.
Letter to Sen. Aquilino ‘Nene’ Pimentel II
In April 2001, Ana also wrote to then Sen. Aquilino “Nene” Pimentel, questioning Corona’s fitness to serve in the high court.
“The injustice heaped upon the entire Basa family is not merely the handiwork of Cristina Corona but a product of the manipulations of Atty. Renato Corona himself,” Ana wrote in her April 25, 2001 letter, a copy of which was obtained by the Inquirer.
Ana also raised the issue of the sale of the BGEI’s property on Bustillos St. in Manila to the City of Manila in 2001 for P34.7 million.
“Where did Cristina Corona obtain authority to sell the property?” she asked.
No authority to sell
She accused Corona, who she said had negotiated the sale with then Manila Mayor Lito Atienza, of misrepresenting to the Manila government that his wife had the authority to sell the property and that the stockholders had authorized the sale.
“This is a lie because my father … never approved the sale and no stockholders’ meeting was ever set to approve the same,” she said.
“This may appear like an internal family problem, as Atty. Corona makes it appear whenever he is confronted about it. To us however, the issue is far more than that. Now that he is Justice Corona, he is in a position to thwart the ends of justice the same way he did with our cases to suit his personal interest,” Ana said in her letter.
Sources: Court of Appeals, Inquirer Research Archives
First posted 11:57 pm | Friday, February 17th, 2012