THE ROMAN CATHOLIC APOSTOLIC ADMINISTRATOR OF DAVAO, INC.
vs. THE LAND REGISTRATION COMMISSION and THE REGISTER OF DEEDS OF DAVAO
CITY, G.R. No. L-8451, December 20, 1957
“x xx.
In solving the problem thus submitted to our consideration,
We can say the following: A
corporation sole is a special form of corporation usually associated with the
clergy. Conceived and introduced into the common law by sheer
necessity, this legal creation which was referred to as "that unhappy
freak of English law" was designed
to facilitate the exercise of the functions of ownership carried on by the
clerics for and on behalf of the church which was regarded as the property
owner (See I Couvier's Law Dictionary, p. 682-683).
A corporation sole
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 had. In this sense, the king
is a sole corporation; so is a bishop, or dens, distinct from their several
chapters (Reid vs. Barry, 93 Fla. 849, 112 So. 846).
The provisions of our Corporation law on religious
corporations are illuminating and sustain the stand of petitioner. Section 154
thereof provides:
SEC. 154. — For the administration
of the temporalities of any religious denomination, society or church and the
management of the estates and the properties thereof, it shall be lawful for
the bishop, chief priest, or presiding either of any such religious
denomination, society or church to become a corporation sole, unless
inconsistent with the rules, regulations or discipline of his religious
denomination, society or church or forbidden by competent authority thereof.
See also the pertinent provisions of the succeeding sections
of the same Corporation Law copied hereunder:
SEC. 155. In order to become a
corporation sole the bishop, chief priest, or presiding elder of any religious
denomination, society or church must file with the Securities and Exchange
Commissioner articles of incorporation setting forth the following facts:
xxx xxx xxx.
(3) That as such bishop, chief
priest, or presiding elder he is charged with the administration of
the temporalities and the management of the estates and properties of his
religious denomination, society, or church within its territorial jurisdiction,
describing it;
xxx xxx xxx.
(As amended by Commonwealth Act No.
287).
SEC. 157. From and after the filing
with the Securities and Exchange Commissioner of the said articles of
incorporation, which verified by affidavit or affirmation as aforesaid and
accompanied by the copy of the commission, certificate of election, or letters
of appointment of the bishop, chief priest, or presiding elder, duly certified
as prescribed in the section immediately preceding such the bishop, chief
priest, or presiding elder, as the case may be, shall become a corporation sole
and all temporalities, estates, and properties the religious denomination,
society, or church therefore administered or managed by him as such bishop,
chief priest, or presiding elder, shall be held in trust by him as a
corporation sole, for the use, purpose, behalf, and sole benefit of his
religious denomination, society, or church, including hospitals, schools,
colleges, orphan, asylums, parsonages, and cemeteries thereof. For the filing
of such articles of incorporation, the Securities and Exchange Commissioner
shall collect twenty-five pesos. (As amended by Commonwealth Act. No. 287);
and.
SEC. 163. The right to administer
all temporalities and all property held or owned by a religious order or
society, or by the diocese, synod, or district organization of any religious
denomination or church shall, on its incorporation, pass to the corporation and
shall be held in trust for the use, purpose behalf, and benefit of the
religious society, or order so incorporated or of the church of which the
diocese, or district organization is an organized and constituent part.
X x x.
That leaves no room for doubt that the bishops or
archbishops, as the case may be, as corporation's sole are merely administrators of
the church properties that come to their possession, in which they hold in
trust for the church. It can also be said that while it is true that church
properties could be administered by a natural persons, problems regarding succession
to said properties cannot be avoided to rise upon his death. Through this legal
fiction, however, church properties acquired by the incumbent of a corporation
sole pass, by operation of law, upon his death not his personal heirs but to
his successor in office. It could be seen, therefore, that a corporation sole
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. If the ownership or title to the properties do not
pass to the administrators, who are the owners of church properties?.
Bouscaren and Elis, S.J., authorities on cannon law, on
their treatise comment:
In matters regarding property
belonging to the Universal Church and to the Apostolic See, the Supreme Pontiff
exercises his office of supreme administrator through the Roman Curia; in
matters regarding other church property, through the administrators of the
individual moral persons in the Church according to that norms, laid down in
the Code of Cannon Law. This does not mean, however, that the Roman
Pontiff is the owner of all the church property; but merely that he is the
supreme guardian (Bouscaren and Ellis, Cannon Law, A Text and
Commentary, p. 764).
and this Court, citing Campes y Pulido, Legislacion y
Jurisprudencia Canonica, ruled in the case of Trinidad vs. Roman Catholic
Archbishop of Manila, 63 Phil. 881, that:
The second question to be decided
is in whom the ownership of the properties constituting the endowment of the
ecclesiastical or collative chaplaincies is vested.
Canonists entertain different
opinions as to the persons in whom the ownership of the ecclesiastical
properties is vested, with respect to which we shall, for our purpose, confine
ourselves to stating with Donoso that, while many doctors cited by Fagnano
believe that it resides in the Roman Pontiff as Head of the Universal Church,
it is more probable that ownership, strictly speaking, does not reside in the
latter, and, consequently, ecclesiastical properties are owned by the churches,
institutions and canonically established private corporations to which said
properties have been donated.
Considering that nowhere can We
find any provision conferring ownership of church properties on the Pope
although he appears to be the supreme administrator or guardian of his flock,
nor on the corporation sole or heads of dioceses as they are admittedly
mere administrators of said properties, ownership of these
temporalities logically fall and develop upon the church, diocese or
congregation acquiring the same. Although this question of ownership of
ecclesiastical properties has off and on been mentioned in several decisions of
the Court yet in no instance was the subject of citizenship of this religious
society been passed upon.
X x x.
While it is true and We have to concede that in the
profession of their faith, the Roman Pontiff is the supreme head; that in the
religious matters, in the exercise of their belief, the Catholic congregation
of the faithful throughout the world seeks the guidance and direction of their
Spiritual Father in the Vatican, yet it cannot be said that there is a merger
of personalities resultant therein. Neither can it be said that the political
and civil rights of the faithful, inherent or acquired under the laws of their
country, are affected by that relationship with the Pope. The fact that the
Roman Catholic Church in almost every country springs from that society that
saw its beginning in Europe and the fact that the clergy of this faith derive
their authorities and receive orders from the Holy See do not give or bestow
the citizenship of the Pope upon these branches. Citizenship is a political
right which cannot be acquired by a sort of "radiation". We have to
realize that although there is a fraternity among all the catholic countries
and the dioceses therein all over the globe, the universality that the word
"catholic" implies, merely characterize their faith, a uniformity in
the practice and the interpretation of their dogma and in the exercise of their
belief, but certainly they are separate and independent from one another in
jurisdiction, governed by different laws under which they are incorporated, and
entirely independent on the others in the management and ownership of their
temporalities. To allow theory that the Roman Catholic Churches all over the
world follow the citizenship of their Supreme Head, the Pontifical Father,
would lead to the absurdity of finding the citizens of a country who embrace
the Catholic faith and become members of that religious society, likewise
citizens of the Vatican or of Italy. And this is more so if We consider that
the Pope himself may be an Italian or national of any other country of the
world. The same thing be said with regard to the nationality or citizenship of
the corporation sole created under the laws of the Philippines, which is not
altered by the change of citizenship of the incumbent bishops or head of said
corporation sole.
We must therefore, declare that 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 Canon Law or
their rules and regulations.
X x x.
According to our Corporation Law, Public Act No. 1549,
approved April 1, 1906, a corporation sole is organized and composed of a
single individual, the head of any religious society or church, for the
ADMINISTRATION of the temporalities of such society or church. By
"temporalities" is meant estate and properties not used exclusively
for religious worship. The successor in office of such religious head or chief
priest incorporated as a corporation sole shall become the corporation sole on
ascension to office, and shall be permitted to transact business as such on
filing with the Securities and Exchange Commission a copy of his commission,
certificate of election or letter of appointment duly certified by any notary
public or clerk of court of record (Guevara's The Philippine Corporation Law,
p. 223).
The Corporation Law also contains the following provisions:
SECTION 159. Any corporation sole
may purchase and hold real estate and personal; property for its church,
charitable, benevolent, or educational purposes, and may receive bequests or
gifts of such purposes. Such corporation may mortgage or sell real property
held by it upon obtaining an order for that purpose from the Court of First
Instance of the province in which the property is situated; but before making
the order proof must be made to the satisfaction of the Court that notice of
the application for leave to mortgage or sell has been given by publication or
otherwise in such manner and for such time as said Court or the Judge thereof
may have directed, and that it is to the interest of the corporation that leave
to mortgage or sell must be made by petition, duly verified by the bishop,
chief priest, or presiding elder acting as corporation sole, and may be opposed
by any member of the religious denomination, society or church represented by
the corporation sole: Provided, however, That in cases where the rules,
regulations, and discipline of the religious denomination, society or church concerned
represented by such corporation sole regulate the methods of acquiring,
holding, selling and mortgaging real estate and personal property, such rules,
regulations, and discipline shall control and the intervention of the Courts
shall not be necessary.
It can, therefore, be noticed that the power of a
corporation sole to purchase real property, like the power
exercised in the case at bar, it is not restricted although the power to
sell or mortgage sometimes is, depending upon the rules, regulations,
and discipline of the church concerned represented by said corporation sole. If
corporations sole can purchase and sell real estate for its church, charitable,
benevolent, or educational purposes, can they register said real properties? As
provided by law, lands held in trust for specific purposes me be subject of
registration (section 69, Act 496), and the capacity of a corporation sole,
like petitioner herein, to register lands belonging to it is acknowledged, and
title thereto may be issued in its name (Bishop of Nueva Segovia vs. Insular
Government, 26 Phil. 300-1913). Indeed it is absurd that while the corporations
sole that might be in need of acquiring lands for the erection of temples where
the faithful can pray, or schools and cemeteries which they are expressly
authorized by law to acquire in connection with the propagation of the Roman
Catholic Apostolic faith or in furtherance of their freedom of religion they
could not register said properties in their name. As professor Javier J.
Nepomuceno very well says "Man in his search for the immortal and
imponderable, has, even before the dawn of recorded history, erected temples to
the Unknown God, and there is no doubt that he will continue to do so for all
time to come, as long as he continues 'imploring the aid of Divine
Providence'" (Nepomuceno's Corporation Sole, VI Ateneo Law Journal, No. 1,
p. 41, September, 1956). Under the circumstances of this case, We might safely
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 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 dioceses. 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, as
will be hereunder explained, did not have in mind the religious corporations
sole when they provided that 60 per centum of the capital thereof be owned by
Filipino citizens.
There could be no controversy as to the fact that a duly
registered corporation sole is an artificial being having the right of
succession and the power, attributes, and properties expressly authorized by
law or incident to its existence (section 1, Corporation Law). In outlining the
general powers of a corporation. Public Act. No. 1459 provides among others:
SEC. 13. Every corporation has
the power:
(5) To purchase, hold, convey,
sell, lease, lot, mortgage, encumber, and otherwise deal with such real and
personal property as the purpose for which the corporation was formed may
permit, and the transaction of the lawful business of the corporation may
reasonably and necessarily require, unless otherwise prescribed in this Act: .
. .
In implementation of the same and specially made applicable
to a form of corporation recognized by the same law, Section 159 aforequoted
expressly allowed the corporation sole to purchase and hold real as well as
personal properties necessary for the promotion of the objects for which said
corporation sole is created. Respondent Land Registration Commissioner,
however, maintained that since the Philippine Constitution is a later enactment
than public Act No. 1459, the provisions of Section 159 in amplification of
Section 13 thereof, as regard real properties, should be considered repealed by
the former.
X x x.
In this case of the Register of Deeds of Rizal vs. Ung Sui
Si Temple, 2 G.R. No. L-6776, promulgated May 21, 1955,
wherein this question was considered from a different angle, this Court through
Mr. Justice J.B.L. Reyes, said:
The fact that the appellant
religious organization has no capital stock does not suffice to escape the
Constitutional inhibition, since it is admitted that its members are of foreign
nationality. The purpose of the sixty per centum requirement is obviously to
ensure that corporation or associations allowed to acquire agricultural land or
to exploit natural resources shall be controlled by Filipinos; and the spirit
of the Constitution demands that in the absence of capital stock, the
controlling membership should be composed of Filipino citizens.
In that case respondent-appellant Ung Siu Si Temple was not
a corporation sole but a corporation aggregate, i.e., an unregistered
organization operating through 3 trustees, all of Chinese nationality, and that
is why this Court laid down the doctrine just quoted. With regard to
petitioner, which likewise is a non-stock corporation, the case is different,
because it is a registered corporation sole, evidently of no nationality and
registered mainly to administer the temporalities and manage the properties
belonging to the faithful of said church residing in Davao. But even if we were
to go over the record to inquire into the composing membership to determine
whether the citizenship requirement is satisfied or not, we would find
undeniable proof that the members of the Roman Catholic Apostolic faith within
the territory of Davao are predominantly Filipino citizens. As indicated
before, petitioner has presented evidence to establish that the clergy and lay
members of this religion fully covers the percentage of Filipino citizens required
by the Constitution. These facts are not controverted by respondents and our
conclusion in this point is sensibly obvious.
X x x.”
