anila Bulletin
started as a shipping journal on February 2, 1900 by its American owner,
publisher and editor Carson Taylor. It was incorporated on June 12, 1912 and
expanded to include news of general interest.
In 1957, the Swiss-Filipino industrialist Hans Menzi
purchased the Bulletin from Taylor. In 1961, Emilio Yap, owner of US Automotive,
purchased Bulletin shares from Menzi and became one of the major stockholders.
On April 2, 1968, a stock option was executed by and between
Menzi and Menzi and Co. on the one hand, and Yap and US Automotive on the other,
whereby the parties gave each other preferential right to buy the other’s
Bulletin shares.
On May 5, 1982, Manuel G. Montecillo, Eduardo M. Cojuangco
Jr., Cesar C. Zalamea and Jose Y. Campos organized Hans Menzi Holdings and
Management, Inc. to serve as a holding company for the shares of stocks of Hans
M. Menzi, Jose Y. Campos, Cesar C. Zalamea and Eduardo M. Cojuangco Jr. in
Bulletin Publishing Corporation and the shares of stocks of Menzi in other
companies, namely, Liwayway Publishing, Inc., Menzi and Company, Inc., Menzi
Agricultural, Inc., Menzi Development Corporation and M and M Consolidated, Inc.
On June 5, 1984, Atty. Amorsolo V. Mendoza, vice president of
US Automotive, executed a promissory note with his personal guarantee in favor
of Menzi, promising to pay the latter the sum of P21,304,921.16 with interest at
18 percent per annum as consideration for Menzi’s sale of 154,472 Bulletin
shares on or before December 31, 1984.
Three weeks later, on June 27, 1984, Menzi died. On July 6,
1984, the court appointed Manuel G. Montecillo as the executor of the Estate of
Hans M. Menzi and, later, as president of HMHMI.
On February 12, 1987, the PCGG issued Sequestration Writ No.
87-0206 against all shares of stocks, assets, properties, records and documents
of HMHMI.
***
By 2002, except for the 198,052.5 shares of Cojuangco, Campos
and Zalamea, the sequestration order against Montecillo and HMHMI had been
lifted and Philtrust Bank had to make good its payment for the 154.472 Bulletin
shares sold to US Automotive three weeks before Hans Menzi died.
On March 2, 2002, Philtrust Bank issued two manager’s checks
payable to the "Supreme Court of the Philippines for the account of Hans Menzi
Holdings and Management, Inc." One was the original amount of the deposit
(P49,319,283); the other was for P227,864,932.27, representing total interests
as of February 28,2002. Philtrust informed the PCGG and HMHMI about this; thus,
Montecillo delivered to the SC the originals of the three CTDs – 136301, 162828
and 162829.
At this point, Philtrust Bank owner Emilio Yap said that the
154,472 shares that were purchased three weeks before Menzi died had already
been paid for.
The Sandiganbayan noted: "He submitted photocopies of a
number of documents to prove that defendants have been paid for CTD No. 130052.
"To counter defendant Yap’s allegations, defendant Estate of
Hans Menzi and HMHMI denied the payment alleged by Yap. According to the
defendants, the machine-copied documents presented by Yap actually belie his own
allegations of payment. The documents, unauthenticated as they are, show that
the alleged payment was supposed to have been made on or around April 7, 1989,
an impossibility, the Menzi group contended, because the time deposit accounts
were already sequestered and frozen by the PCGG as early as April 1987. The PCGG
sequestration order which prevented such payment was confirmed by Philtrust Bank
when it earlier filed its motion for intervention before the Supreme Court in
G.R. No. 135789, where it attempted to consign the proceeds of the time deposit
certificates, which simply meant that they were still outstanding.
"Defendants Estate and HMHMI theorized that the documents
presented by Yap were, at that time, probably about to mature and there was a
need to ‘roll over’ the same, or to otherwise transfer the same to other
accounts within the same bank as there was no way for the bank to legally
transfer the same for the bank to legally transfer or pay the proceed to
defendant Estate. Hence, it is logical to surmise, said defendants argue, that
these documents merely reflected internal booking transactions, none of which
resulted in actual payment to the Estate."
After arguing that the Estate and CTDs of HMHMI were already
exempt from PCGG sequestration (after all, the sale of the 154,472 Bulletin
shares were sold by Hans Menzi himself before he died) the Sandiganbayan noted:
"As regards defendant Yap’s opposing allegation of full
payment, the pieces of machine-copied documentary evidence proffered to
establish the same have not been authenticated and, therefore, deserve scant
consideration being utterly incompetent and inadmissible, Even if we assume the
genuineness and due execution of said documents, their introduction at this late
stage of the proceedings could not be countenanced as the same were never
offered or submitted during the actual litigation involving the legality of the
provenance of the subject assets and freeze order of the PCGG, This Court
confers great weight to defendants Estate and HMHMI’s line of reasoning, as
earlier discussed, showing the impossibility of such payment.
"Considering all of the foregoing, the Court finds that there
is no longer any legal impediment for the immediate enforcement of the final and
executory decision of the Supreme Court dated November 23, 2005. The assets that
were earlier freed from the sequestration order of the PCGG and were not
declared ill-gotten by this Court or the High Court must now be fully restored
to the Estate of Hans Menzi and HMHMI."
***
Finally, the Estate of Hans Menzi will be paid for the shares Hans sold
before he died 23 years ago.