Presidential Decree No. 645 (PD 645) — Authorizing the Government Service Insurance System to Assist in the Construction, Development, And/Or Operation of a New Manila Hotel and Dissolving the Existing Manila Hotel Company.
WHEREAS, since the advent of the New Society, the country
has experienced an unprecedented growth and expansion of the tourist
industry, and has seen an influx into the Philippines of tourists,
visitors, and businessmen from all parts of the world;
WHEREAS, in addition, Manila has often been chosen the venue
of international conferences and conventions;
WHEREAS, these developments have created a serious shortage
of suitable hotels and related tourist facilities in the country;
WHEREAS, it has become imperative that additional hotels and
related tourist facilities be provided to accommodate the projected
increases in the volume of tourists, visitors, and businessmen coming
into the country in the future;
WHEREAS, the National Government, cognizant of the manifold
benefits brought about by the continued expansion of the country's
tourist industry, has made it a matter of national policy that the
government financial institutions, including the Government Service
Insurance System, shall help in the financing and otherwise in promoting
the development and growth of local tourist facilities;
WHEREAS, the Manila Hotel is located in one of the best
sites for deluxe hotels in the country;
WHEREAS, the present Manila Hotel which was constructed
before the war is no longer adequate to provide accommodations to
tourists, businessmen, and foreign visitors in accordance with accepted
international standards;
WHEREAS, it is more practical and economical to demolish
either partially or wholly the present Manila Hotel building and to
construct a new hotel equipped with facilities and amenities consistent
with international standards;
WHEREAS, the Government Service Insurance System owns
approximately ninety-eight per cent (98%) of the shares of stock of the
Manila Hotel Company, which owns the present building and part of the
land where the Manila Hotel stands;
WHEREAS, the International Monetary Fund and the
International Bank for Reconstruction and Development have selected
Manila as the venue for their annual conference in September, 1976, and a
large number of government officials, central bankers, commercial and
investment bankers, and other businessmen are expected to converge in
Manila on that occasion, thus making it a matter of national priority to
complete the new Manila Hotel by that time;
WHEREAS, to give the Government Service Insurance System
full flexibility in accomplishing its assigned task of financing and
otherwise promoting plans for the construction and development of a new
Manila Hotel, the existing Manila Hotel Company should be dissolved and
liquidated: Provided, That the minority stockholders shall be
adequately compensated for their shares;
WHEREAS, the National Government is the registered owner to
two (2) parcels of land which form an integral part of the Manila Hotel
premises and which, in the opinion of architectural, engineering, and
hotel experts, should be included as an integral part of the development
plans of a new Manila Hotel;
WHEREAS, said two (2) parcels of land are covered by TCT No.
67398, issued by the Register of Deeds of Manila.
WHEREAS, the National Government, in consideration of its
assigning the Government Service Insurance System the task of financing
and otherwise promoting the development of the new Manila Hotel, and in
order to consolidate the ownership of the premises of the Manila Hotel
in one party, hereby cedes and transfers the abovestated parcels of land
to the Government Service Insurance System to augment its Retirement
Insurance Fund;
WHEREAS, it is desirable for the Government Service
Insurance System to have full authority to undertake the new Manila
Hotel project under the most suitable legal arrangement, singly or in
partnership with other entities, government or private;
NOW, THEREFORE, I, FERDINAND E. MARCOS, President of the
Philippines, by virtue of the powers vested in me by the Constitution,
and to assist the Government Service Insurance System in pursuing its
assigned task of financing and otherwise promoting the development,
construction and operation of new Manila Hotel, do hereby order and
decree:
SECTION 1. The existing Manila Hotel Company is hereby
dissolved, liquidated, and abolished. For this purpose, the net asset
value of the shares of the Manila Hotel Company shall be determined in
accordance with generally accepted accounting and appraisal principles
and procedures: Provided, That the land owned by the Manila Hotel
Company shall be appraised at its fair market value. The net asset
value so determined shall be the basis by which the minority stockholder
shall be compensated for their shares. For this purpose, the Manila
Hotel Company and or the Government Service Insurance System, as the
case may be, may hire the services or private accounting and/or
appraisal firms who shall make the appropriate certification as to the
value of the assets, liabilities, and net worth of the Manila Hotel
Company.
Should the liquid assets of the Manila Hotel Company not be
sufficient to compensate its minority stockholders, the Government
Service Insurance System is hereby authorized to pay such minority
stockholders from its own funds.
The records, properties,
equipment, assets, rights, and choses in action of the Manila Hotel
Company are hereby-transferred to and vested in the Government Service
Insurance System as a return of its investments in the Manila Hotel
Company. The Government Service Insurance System shall not be liable for
any capital gains tax or any other taxes as a consequence of the
liquidation of the Manila Hotel Company.
Any personnel of the
Manila Hotel Company shall be entitled to a gratuity of one month's pay
for every year of service but not exceeding one year's pay if not
otherwise entitled to retire under existing laws. The payment of such
gratuities may be paid either by the Manila Hotel Corporation or by the
Government Service Insurance System, but the latter shall in such an
event book the same as part of its investments on the land of the Manila
Hotel Company transferred hereby.
SEC. 2. The Government
Service Insurance System is hereby authorized and empowered to initiate
and pursue plans for the development, construction, and operation of a
new Manila Hotel, either singly or in partnership with any other entity,
government or private, and for this purpose, the Government Service
Insurance System may form a partially-or wholly-owned subsidiary
corporation or corporations as may be necessary to achieve this
objective.
SEC. 3. The Government Service Insurance System, either
directly or through a partially-or wholly-owned subsidiary corporation,
existing or to be formed, is hereby authorized to cause the partial or
full demolition of the present Manila Hotel building and to renovate any
portion of the old building it may choose to retain, and/or construct a
new building, equipped with the facilities and amenities necessary to
make it comparable with the best hotels abroad.
SEC. 4. The Government Service Insurance System, either
directly or through a partially-or wholly-owned subsidiary corporation,
existing or to be formed, is hereby authorized and empowered to
negotiate and contract for the partial or full demolition of the present
building, the removal or disposal of the same, and the construction of
the new building or the renovation of any remaining portion of the old;
for the procurement of any and all materials, supplies, equipment or
machineries, for the construction and/or improvement of the Manila
Hotel; and to contract for architects, engineers, or firms or persons
necessary to achieve the objectives of this decree.
SEC. 5. The two (2) parcels of land located in the City
of Manila and covered by TCT No. 67398, issued by the Register of Deeds
of Manila, and more particularly described as follows:
"1. A PARCEL OF LAND
(Parcel 2-B of the subdivision plan Psd-14000, being a portion
of parcel 2 described in Transfer Certificate of Title No. 9333, Lrc
Record No.............), situated in the District of Ermita, City of
Manila, bounded on the NW, along line 1-2, by Parcel 2A of the
subdivision plan; on the NE along line 2-3 by property of Manila Hotel;
on the SE along line 3-4, by Parcel 2-D of the subdivision plan; and on
the SW along line 4-1, by Manila Bay x x x containing an area of FIVE
THOUSAND FIVE HUNDRED SEVENTY SQUARE METERS AND FIFTY SQUARE DECIMETERS
(5,570,50) * * *.
"2. A PARCEL OF LAND
(Parcel 2-C of the subdivision plan Psd-14000, being a portion
of parcel 2 described in the Transfer Certificate of Title No. 9333, LRC
RECORD No.............), situated in the District of Ermita, City of
Manila, bounded on the SW along line 1-2, by property of Manila Hotel;
on the NW along line 2-3 and on the NW along line 3-4 and on the SE
along line 4-1, by Parcel 2-D of the subdivision plan * * * containing
an area of SIX THOUSAND NINETY-TWO SQUARE METERS AND NINETY DECIMETERS
(6,092.90) * * *." which, form an integral part of the premises of the
Manila Hotel, are hereby conveyed, transferred, and ceded to the
Government Service Insurance System as additional contribution of the
National Government to augment the actuarial solvency of the Retirement
Insurance Fund administered by the Gov't. Service Insurance System in
consideration of the financial & other supports to be extended by
the Gov't. Insurance System in the demolition of part or whole of the
present Manila Hotel building and in the construction, development, and
operation of a new hotel meeting the highest international standards.
The Register of Deeds shall immediately transfer the title to the
aforementioned parcels of land to the Government Service Insurance
System.
SEC. 6. Any provision of law, executive order, rules and
regulations inconsistent with this decree is hereby repealed or modified
accordingly.
SEC. 7. All concerned are hereby directed to implement
this decree.
Done in the City of Manila, this 28th day of January, in the
year of Our Lord, nineteen hundred and seventy-four.
(Sgd.)
FERDINAND E. MARCOS
President of the Philippines
By the President:
(Sgd.)
ROBERTO V. REYES
Acting Executive Secretary
Source: Supreme Court E-Library, Republic of the Philippines. Philippine laws are public documents (works of the government).
