The Department of Justice has approved the criminal indictment of two executives of a local power firm in Iligan City for denying a stockholder access to their corporate books.
In a resolution issued by it regional prosecutor’s office in Region 10, the DoJ has recommended the filing of charges for violation of the Corporation Code of the Philippines against Ralph Casino and Noel Ebdalin of the Iligan Light and Power Inc.
Casino and Ebdalin are the president and legal service assistant, respectively, of ILPI.
The DoJ reversed the resolution of the Iligan City Prosecutor’s Office in September last year which dismissed the criminal charges filed by Uriel Borja, a stockholder of ILPI.
It granted Borja’s petition for review and instead ordered the filing of the case before the regional trial court for violation of Section 74 in relation to Section 144 of the law.
The order dated December 4, 2017 was signed by Regional Prosecutor Merlynn Barola-Uy and furnished to the DoJ main office in Manila earlier this week.
Records showed that Borja wrote ILPI in January 2016 requesting that all corporate records, books and accounts of all business transactions be made available for inspection and photocopying,
After Borja inspected the first batch of documents provided by Ebdalin, the complainant also expressed interest in inspecting the archived documents. So a second audit was conducted in May of the same year.
Before the conduct of the second audit, Ebdalin issued an affidavit attesting that an independent audit firm conducted a special audit on all corporate documents, books, accounts and documents of ILPI.
However, Ebdalin changed his affidavit after he was reminded by Borja’s counsel that not all documents were presented, saying that only available documents were available documents were the subject of the special audit and contracts from year 2008 and below were no longer available as they were destroyed by termines and molds while being stored at the old ILPI warehouse.
During the course of the inspection, it was discovered that ILPI agreed to make advances to Mapalad Energy Generatiing Corporation and to enter into surety, guarantee and hold out agreements to secure loans incurred by MEGC. However, Ebdalin failed to provide copies of these agreements. Casino, for his part, denied having conspired with Ebdalin in violating provisions of the Corporation Code.
The Iligan City Prosecutor’s Office dismissed the case for lack of probable cause, but upon review, the DOJ regional office found Borja’s petition meritorious based on the evidence presented.
It held that Borja complied with the requirements provided under Section 74 of the Corporation Code when he made his demand.
The DOJ also ruled that Casino and Ebdalin failed to give Borja full access to corporate official papers.
“The argument of the respondents that they were not in possession of these documents is matter of defense which they may properly ventilate in court,” the resolution stated.
