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HEIRS OF WILSON P. GAMBOA v. FINANCE SECRETARY MARGARITO B. TEVES

This case has been cited 6 times or more.

	GR No. 195580 2015-01-28	NARRA NICKEL MINING v. REDMONT CONSOLIDATED MINES CORP. VELASCO JR., J.
This pairing of the concepts "beneficial ownership" and the "situs of control" in determining what constitutes "capital" has been adopted by this Court in Heirs of Gamboa v. Teves.[10]In its October 9, 2012 Resolution, the Court clarified, thus: This is consistent with Section 3 of the FIA which provides that where 100% of the capital stock is held by "a trustee of funds for pension or other employee retirement or separation benefits," the trustee is a Philippine national if "at least sixty percent (60%) of the fund will accrue to the benefit of Philippine nationals." Likewise, Section 1(b) of the Implementing Rules of the FIA provides that "for stocks to be deemed owned and held by Philippine citizens or Philippine nationals, mere legal title is not enough to meet the required Filipino equity. Full beneficial ownership of the stocks, coupled with appropriate voting rights, is essential." (emphasis supplied)
	GR No. 195580 2015-01-28	NARRA NICKEL MINING v. REDMONT CONSOLIDATED MINES CORP. VELASCO JR., J.
In a 1977 internal memorandum, the SEC suggested applying the Grandfather Rule on two (2) levels of corporate relations for publicly-held corporations or where the shares are traded in the stock exchanges, and to three (3) levels for closely held corporations or the shares of which are not traded in the stock exchanges.[14] These limits comply with the requirement in Palting v. San Jose Petroleum , Inc.[15]that the application of the Grandfather Rule cannot go beyond the level of what is reasonable.
	GR No. 195580 2014-04-21	NARRA NICKEL MINING v. REDMONT CONSOLIDATED MINES CORP. VELASCO JR., J.
Interestingly, looking at the corporate structure of MMC, we take note that it has a similar structure and composition as McArthur. In fact, it would seem that MBMI is also a major investor and "controls"[45] MBMI and also, similar nominal shareholders were present, i.e. Fernando B. Esguerra (Esguerra), Lauro L. Salazar (Salazar), Michael T. Mason (Mason) and Kenneth Cawkell (Cawkell): Madridejos Mining Corporation
	GR No. 195580 2014-04-21	NARRA NICKEL MINING v. REDMONT CONSOLIDATED MINES CORP. VELASCO JR., J.
This court's 2012 resolution ruling on the motion for reconsideration in Gamboa[131] referred to the SEC En Banc's March 25, 2010 decision in Redmont Consolidated Mines Corp. v. McArthur Mining Corp. (subject of G.R. No. 205513), which applied the Grandfather Rule: This SEC en banc ruling conforms to our 28 June 2011 Decision that the 60-40 ownership requirement in favor of Filipino citizens in the Constitution to engage in certain economic activities applies not only to voting control of the corporation, but also to the beneficial ownership of the corporation.[132]
	GR No. 195580 2014-04-21	NARRA NICKEL MINING v. REDMONT CONSOLIDATED MINES CORP. VELASCO JR., J.
[T]he opinions of the SEC en banc, as well as of the DOJ, interpreting the law are neither conclusive nor controlling and thus, do not bind the Court. It is hornbook doctrine that any interpretation of the law that administrative or quasi-judicial agencies make is only preliminary, never conclusive on the Court. The power to make a final interpretation of the law, in this case the term "capital" in Section 11, Article XII of the 1987 Constitution, lies with this Court, not with any other government entity.[133]
	GR No. 195580 2014-04-21	NARRA NICKEL MINING v. REDMONT CONSOLIDATED MINES CORP. VELASCO JR., J.
The Foreign Investments Act addresses the gap. As this court has acknowledged, "[t]he FIA is the basic law governing foreign investments in the Philippines, irrespective of the nature of business and area of investment."[148]