03 AND 02 JANUARY 2001
BEFORE THE PHILIPPINE SENATE
(SITTING AS THE IMPEACHMENT COURT)
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MS. BANAL. Yes, Your Honor.
SEN. FLAVIER. Is that usual in the law practice where you are not aware of the owners of the corporation you are creating?
MS. BANAL. Of Pio and Alexie?
SEN. FLAVIER. What is that?
MS. BANAL. Of Pio Holdings, Your Honor, and Alexie? Of the two corporations?
SEN. FLAVIER. Yes, of the RN Development Corporation. You were not aware, you said, of the owners?
MS. BANAL. No, Your Honor. I've observed in my stay with the law firm that that was normally done. Sometimes the deeds of assignment would really be in blank.
SEN. FLAVIER. But did you not ask out of curiosity who are the owners?
MS. BANAL. I asked Atty. Michael de los Reyes but he did not mention any names.
SEN. FLAVIER. Anyway, I just wanted to know who they are. If you don't, then I will stop my interrogation.
Thank you, Mr. Chief Justice.
THE PRESIDING OFFICER. Thank you, Your Honor. The Chair now recognizes the honorable Senator-Judge Biazon. After that, the honorable Judge Drilon, then the honorable Judge Legarda -Leviste, then the honorable Judge Guingona, and finally the honorable Judge Roco.
SEN. BIAZON. Thank you, Mr. Chief Justice.
Ms. Witness, how much share did you have with Alexis Corporation?
MS. BANAL. How much share?
SEN. BIAZON. How many?
MS. BANAL. I am not.... I don't know the particular number.
SEN. BIAZON. You do not also know how much, how many shares you had with the Pio Corporation?
MS. BANAL. I don't know the exact figure, Your Honor.
SEN. BIAZON. On Exhibit "AAAA-6", assigned to you is 500 shares with a subscribed amount of P50,000.00. Is this the same share that you assigned through that blank deed of assignment?
MS. BANAL. Yes, Your Honor.
SEN. BIAZON. Yes. Did you put in this P50,000.00?
MS. BANAL. No, Your Honor, because when these documents were given to me, they were already complete, completely typewritten. All the data were already there.
SEN. BIAZON. Meaning, you did not put in any amount from your own pocket?
MS. BANAL. No, Your Honor.
SEN. BIAZON. Now, the amount paid as stated on the third column, still Exhibit "AAAA-6", amount paid is supposed to be P12,500.00. Did you see this?
MS. BANAL. Yes, Your Honor.
SEN. BIAZON. You did not also put this in?
MS. BANAL. No, Your Honor.
SEN. BIAZON. When you assigned, after the assignment through the blank deed of assignment, your shares, were you paid for it?
MS. BANAL. No, Your Honor.
SEN. BIAZON. You were not?
MS. BANAL. No.
SEN. BIAZON. And this is also the same with Alexie Holdings Corporation?
MS. BANAL. Yes, Your Honor.
SEN. BIAZON. Meaning, your name appeared as an incorporator, matter of fact, member of the Board, you did not contribute for the capitalization?
MS. BANAL. No, Your Honor.
SEN. BIAZON. And when you transferred these shares through a blank deed of assignment, you were not paid for it?
MS. BANAL. No, Your Honor.
SEN. BIAZON. Thank you, Mr. Chief Justice.
THE PRESIDING OFFICER. Thank you. The honorable Senator- Judge Drilon.
SEN. DRILON. Madam Witness, when did you again resign from the De Borja Law Offices?
MS. BANAL. I tendered my resignation in, I believe, in the last week of June of 2000.
SEN. DRILON. Last week of June 2000. And when did you join the Romulo-Mabanta Law Office?
MS. BANAL. I started working there in August, August 1, 2000.
SEN. DRILON. August 1 of 2000. At the time that you resigned from the law firm of Atty. De Borja and joined Romulo-Mabanta, did you know of the exposé of Governor "Chavit" Singson which led to this impeachment proceeding?
MS. BANAL. No, Your Honor, I believe the exposé arose sometime in October.
SEN. DRILON. Thank you. So your having left the De Borja Law Office and your having joined the Romulo-Mabanta Law Office had nothing to do whatsoever with this exposé?
MS. BANAL. None, Your Honor.
SEN. DRILON. Thank you. Now, you said that in the course of your testimony that you were an incorporator as a member, as a lawyer in the law firm of De Borja, the Alexie Holdings, and what's the other corporation?
MS. BANAL. Pio Holdings.
SEN. DRILON. Pio Holdings. Now, all those times, you were only dealing with Atty. Serapio?
MS. BANAL. Yes, Your Honor.
SEN. DRILON. No one else?
MS. BANAL. No one.
SEN. DRILON. You did not know who were behind the...
Atty. Serapio at that point?
MS. BANAL. No, Your Honor.
SEN. DRILON. Although you knew at that point that Atty. Serapio was already working in Malacañang?
MS. BANAL. Yes, Your Honor.
SEN. DRILON. How about...Did you know, what's this? RN?
Is this RN Development Corporation?
MS. BANAL. Yes, RN.
SEN. DRILON. You would not know this corporation?
MS. BANAL. No, Your Honor.
SEN. DRILON. You would not know who Leonardo Dayao is?
MS. BANAL. No, Your Honor.
SEN. DRILON. You have no idea who he is whatsoever?
MS. BANAL. No.
SEN. DRILON. That's all for the witness.
THE PRESIDING OFFICER. Thank you. The honorable Judge Loren Legarda-Leviste.
SEN. LEVISTE. Thank you, Mr. Chief Justice. Just a few clarificatory questions to Atty. Banal.
You signed as an incorporator and secretary of Pio and Alexie Corporation, is that correct?
MS. BANAL. Yes, Your Honor.
SEN. LEVISTE. What about Atty. Edward Serapio, was he an officer or incorporator of these two corporations as well? What was his role in these two corporations?
MS. BANAL. Well, he just instructed us to sign these incorporation papers but he was not an incorporator nor a stockholder nor an officer.
SEN. LEVISTE. So, he did so and you did follow him as a friend and as a colleague in the same law office, is that correct?
MS. BANAL. Yes, Your Honor.
SEN. LEVISTE. And I believe that yesterday, the Prosecution and the Defense stipulated that all the incorporators and the officers of Pio Holding Corporation and Alexie Holdings, Incorporated are lawyers or associates of the De Borja-Serapio Law Office, is that correct?
MS. BANAL. That's correct, Your Honor.
SEN. LEVISTE. Yes. And in the exhibits presented to us, Exhibit "AAAA-6" and "BBBB-5", it states a number of shares, the amount subscribed and the amount actually paid by you and the other incorporators, your former colleagues at the De Borja-Serapio Law Office, is that correct?
MS. BANAL. That's, correct, Your Honor.
SEN. LEVISTE. For the record, did you really subscribe and pay for the shares indicated in these exhibits?
MS. BANAL. No, Your Honor.
SEN. LEVISTE. How about the other incorporators, Suarez and all the other names there, did you, do you know if they really subscribed and paid for the shares indicated in these exhibits?
MS. BANAL. I believe no one, none of the five lawyers there paid and subscribed for the shares.
SEN. LEVISTE. Did Pio Holding and Alexie submit or comply with the annual reportorial requirements to the SEC in your knowledge?
MS. BANAL. I believe so, yes.
SEN. LEVISTE. They did?
MS. BANAL. Yes.
SEN. LEVISTE. And did Alexie Holding and Pio have a staff of their own?
MS. BANAL. I wouldn't know, Your Honor.
SEN. LEVISTE. And would their offices still be the De Borja Law Office, both corporations that have any other offices?
MS. BANAL. I wouldn't know. Maybe as reflected in the current general information sheet.
SEN. LEVISTE. Are both Pio Holding and Alexie Corporation operating as stipulated in their bylaws and the purposes of their corporations to your knowledge?
MS. BANAL. I wouldn't know, Your Honor.
SEN. LEVISTE. As a lawyer, Atty. Banal, can you tell this honorable Court whether it is legal for a person to sign as an incorporator or misrepresent himself or herself as owner of such subscribed shares when actually he or she is not?
MS. BANAL. Well, I think that this practice is not illegal so long as.... Well, I observed that this has been done, as I have said, in that law firm. And I believe so long as, like the Anti-Dummy Law with respect to foreign ownership, would not be violated. I believe that there is nothing illegal with that.
SEN. LEVISTE. Did Atty. Serapio ever tell you or did you inquire about the true beneficial owners of these corporations?
MS. BANAL. Did Atty. Serapio....?
SEN. LEVISTE. ....tell you about the true owners?
MS. BANAL. No, Your Honor.
SEN. LEVISTE. If you know, just in case, did President Joseph Estrada ever benefit in any manner, way, shape or form from these operations of these corporations to your knowledge?
MS. BANAL. I wouldn't know, Your Honor.
SEN. LEVISTE. Okay, thank you.
THE PRESIDING OFFICER. Thank you. The honorable Senator-Judge Guingona.
SEN. GUINGONA. Thank you, Mr. Chief Justice.
Madam Witness, you stated during cross-examination that it was usual for the lawyers of a firm to assume themselves as incorporators and then later on transfer the same to an owner. Is that correct?
MS. BANAL. In the De Borja law firm, Your Honor.
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