Facts: On October 4, 1954, Mateo L. Rodis executed a deed of sale of a parcel of land in favor of the Roman Catholic Administrator of Davao, Inc., with Msgr. Clovis Thibault, a Canadian citizen, as actual incumbent. When the deed of sale was presented to the Register of Deeds of Davao for registration, the latter having in mind a previous resolution of the 4th Branch of CFI Manila wherein the Carmelite Nuns of Davao were made to prepare an affidavit to the effect that 60% of the members of their corporation were Filipino citizens when they sought to register in favor of their congregation a deed of donation of a parcel of land— required said corporation sole to submit a similar affidavit declaring that 60% of the members thereof were Filipino citizens.
The vendee expressed willingness to submit an affidavit, but not in the same tenor as that made by the Prioress of the Carmelite Nuns because the two cases were not similar, for whereas the congregation of the Carmelite Nuns had 5 incorporators, the corporation sole has only one; that according to their articles of incorporation, the organization of the Carmelite Nuns became the owner of properties donated to it, whereas the case at bar, the totality of the Catholic population of Davao would become the owner of the property sought to be registered.
The matter was referred to the Land Registration Commission. A resolution was rendered on September 21, 1954, holding that in view of the provisions of Sections 1 and 5 of Article XIII of the Philippine Constitution, the vendee was not qualified to acquire private lands in the Philippines in the absence of proof that at least 60% of the capital, property, or assets of the Roman Catholic Administrator of Davao, Inc., was actually owned or controlled by Filipino citizens, there being no question that the present incumbent of the corporation sole was a Canadian citizen. It was also the opinion of the Land Registration Commissioner that section 159 of the Corporation Law relied upon by the vendee was rendered inoperative by the aforementioned provisions of the Constitution with respect to real estate, unless the precise condition set therein—that at least 60% of its capital is owned by Filipino citizens—be present, and, therefore, ordered the Register of Deeds of Davao to deny registration of the deed of sale in the absence of proof of compliance with such condition.
MR was denied.
Issue: Under the Corporation Law, the Canon Law as well as the settled jurisprudence on the matter, the deed of sale executed by Mateo L. Rodis in favor of petitioner is actually a deed of sale in favor of the Catholic Church which is qualified to acquire private agricultural lands for the establishment and maintenance of places of worship, and prayed that judgment be rendered reserving and setting aside the resolution of the Land Registration Commissioner in question.
Held: A corporation sole is a special form of corporation usually associated with the clergy * * * designed to facilitate the exercise of the functions of ownership of the church which was regarded as the property owner (I Bouvier's Law Dictionary, p. 682-683). It consists of one person only, and his successors (who will always be one at a time), in some particular station, who are incorporated by law in order to give them some legal capacities and advantages particularly that of perpetuity which in their natural persons they could not have. * * * (Reid vs. Barry, 93 Fla. 849 112 So. 846). Through this legal fiction, church properties acquired by the incumbent of a corporation sole pass, by operation of law, upon his death not to his personal heirs but to his successor in office. A corporation sole, therefore, is created not only to administer the temporalities of the church or religious society where he belongs, but also to hold and transmit the same to his successor in said office.
Although a branch of the Universal Roman Catholic Apostolic Church, every Roman Catholic Church in different countries, if it exercises its mission and is lawfully incorporated in accordance with the laws of the country where it is located, is considered an entity or person with all the rights and privileges granted to such artificial being under the laws of that country, separate and distinct from the personality of the Roman Pontiff or the Holy See, without prejudice to its religious relations with the latter which are governed by the Cannon Law or their rules and regulations.
Under the circumstances of the present case, it is safe to state that even before the establishment of the Philippine Commonwealth and of the Republic of the Philippines every corporation sole then organized and registered had by express provision of law (Corporation Law, Public Act No. 1459) the necessary power and qualification to purchase in its name private lands located in the territory in which it exercised its functions or ministry and for which it was created, independently of the nationality of its incumbent unique and single member and head, the bishop of the diocese. It can be also maintained without fear of being gainsaid that the Roman Catholic Apostolic Church in the Philippines has no nationality and that the framers of the Constitution did not have in mind the religious corporation sole when they provided that 60% of the capital thereof be owned by Filipino citizens. Thus, if this constitutional provision were not intended for corporation sole, it is obvious that this could not be regulated or restricted by said provision.
Both the Corporation Law and the Canon Law are explicit in their provisions that a corporation sole or "ordinary" is not the owner of the properties that he may acquire but merely the administrator thereof and holds the same in trust for the church to which the corporation is an organized and constituent part. Being mere administrator of the temporalities or properties titled in his name, the constitutional provision requiring 60% Filipino ownership is not applicable. The said constitutional provision is limited by its terms to ownership alone and does not extend to control unless the control over the property affected has been devised to circumvent the real purpose of the constitution.
The corporation sole by reason of their peculiar constitution and form of operation have no designed owner of its temporalities, although by the terms of the law it can be safely implied that they ordinarily hold them in trust for the benefit of the Roman Catholic faithful of their respective locality or diocese. They can not be considered as aliens because they have no nationality at all. In determining, therefore, whether the constitutional provision requiring 60% Filipino capital is applicable to corporations sole, the nationality of the constituents of the diocese, and not the nationality of the actual incumbent of the parish, must be taken into consideration. In the present case, even if the question of nationality be considered, the aforesaid constitutional requirement is fully met and satisfied, considering that the corporation sole in question is composed of an overwhelming majority of Filipinos.
No comments:
Post a Comment