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G.R. No. 249098, 15 January 2020 Province of Pangasinan and Marilou E. Utanes, in Her Capacity As The Provincial Treasurer of Pangasinan, Petitioner Vs Team Sual Corporation

The Supreme Court denied the petition for review on certiorari. The Court agreed with the CTA En Banc that no local transfer tax could be imposed on Team Sual Corporation because no sale, donation, barter or other transfer of ownership or title of real property occurred. A mere change in a corporation's name from Mirant Sual Corporation to Team Sual Corporation, approved by the SEC, did not result in a new corporate entity. Similarly, a change in ownership and control of the corporation through the sale of shares did not transfer ownership of the corporation's properties, as a corporation has a separate personality from its shareholders.

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0% found this document useful (0 votes)
82 views1 page

G.R. No. 249098, 15 January 2020 Province of Pangasinan and Marilou E. Utanes, in Her Capacity As The Provincial Treasurer of Pangasinan, Petitioner Vs Team Sual Corporation

The Supreme Court denied the petition for review on certiorari. The Court agreed with the CTA En Banc that no local transfer tax could be imposed on Team Sual Corporation because no sale, donation, barter or other transfer of ownership or title of real property occurred. A mere change in a corporation's name from Mirant Sual Corporation to Team Sual Corporation, approved by the SEC, did not result in a new corporate entity. Similarly, a change in ownership and control of the corporation through the sale of shares did not transfer ownership of the corporation's properties, as a corporation has a separate personality from its shareholders.

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KateDeseo
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G.R. No.

249098, 15 January 2020


PROVINCE OF PANGASINAN AND MARILOU E. UTANES, IN HER CAPACITY AS THE
PROVINCIAL TREASURER OF PANGASINAN, petitioner vs TEAM SUAL CORPORATION,
respondent

Ruling:
The Court denied the petition for review on certiorari. The Court concurred with the CTA En
Banc that no local transfer tax under Section 135 (a) of the Local Government Code may be
imposed upon respondent because no sale, donation, barter or any other mode of transferring
ownership or title of real property occurred in this case.
The change of respondent's name from Mirant Sual Corporation to Team Sual Corporation,
which was approved by the Securities and Exchange Commission, did not result in a new
corporate entity. A mere change in the name of a corporation is not a divestiture of title or such
a change as requires a regular transfer of title to property, whether real or personal, from the
corporation under one name to the same corporation under another name. Respondent
remains to be the original corporation but with a different name. Its properties, the rights,
privileges, and obligations previously acquired or incurred by it are not affected. Similarly, the
change in the ownership and control of respondent, through the sale of its shares, did not result
in the transfer of ownership of respondent's properties. Because a corporation possesses a
personality separate and distinct from its shareholders, a shift in the composition of
respondent's shareholders does not affect its existence and continuity. Respondent continues,
as before, to be the legal owner, under its new name, of the subject properties.

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