Presidential Decree No. 741 (PD 741) — Amending Certain Sections of Republic Act Numbered Forty-One Hundred and Fifty-Six, Entitled "An Act Creating the Philippine National Railways, Prescribing Its Powers, Functions, and Duties and Providing for the Necessary Funds for the Operations", as Amended by Republic Act Numbered Sixty-Three Hundred and Sixty-Six.
WHEREAS, under Republic Act Numbered Forty-One Hundred and
Fifty-Six as amended by Republic Act Numbered Sixty-Three Hundred and
Sixty-Six, it was declared as a national policy that the Philippine
National Railways, being a factor for socio-economic development growth,
shall (a) remain in and under government ownership during its corporate
existence; (b) be administered with the view of serving the best
interest of the public; and (c) while aiming at its greatest utility by
the public, the viability of its operation must be ensured so that the
service can be rendered at the minimum passenger and freight prices
possible;
WHEREAS, it has been declared a national policy to give
autonomy to the self-governing boards of government-owned or controlled
corporations in the management and operation of their respective
corporations;
WHEREAS, since transportation plays a vital role in the
prosecution of the national effort for the social and economic
development of the country, there arises an immediate need for the early
completion of the rehabilitation and selective modernization of the
facilities of the Philippine National Railways as provided for in
Republic Act Numbered Sixty-Three Hundred and Sixty-Six;
WHEREAS, in view of the expanded role and participation of
the Philippine National Railways in the total economic and social
development of the country, and of its anticipated major role in the
organization and operation of a centralized and integrated transport
system in the country, it is imperative that abandoned line services be
restored, existing line services be expanded and new lines or services
be created;
WHEREAS, in order to facilitate the realization of the
aforementioned declared policies and expeditiously attain the
above-mentioned objectives, certain sections of Republic Act Numbered
Forty-One Hundred and Fifty-Six as amended by Republic Act Numbered
Sixty-Three Hundred and Sixty-Six should be amended.
NOW, THEREFORE, I, FERDINAND E. MARCOS, President of the
Philippines, by virtue of the powers vested in me by the Constitution,
do hereby amend certain sections of the Charter of the Philippine
National Railways, Republic Act Numbered Forty-One Hundred and Fifty-Six
as amended by Republic Act Numbered Sixty-Three Hundred and Sixty-Six.
SECTION 1. Section 1 of Republic Act Numbered Forty-One
Hundred and Fifty-Six as amended by Republic Act Numbered Sixty-Three
Hundred and Sixty-Six is hereby amended to read as follows:
SEC. 2. Section 2 of Republic Act Numbered Forty-One
Hundred and Fifty-Six as amended by Republic Act Numbered Sixty-Three
Hundred and Sixty-Six is hereby further amended to read as follows:
SEC. 3. Section 3 of Republic Act Numbered Forty-One Hundred
and Fifty-Six as amended by Republic Act Numbered Sixty-Three Hundred
and Sixty-Six, is hereby amended to read as follows:
Section 3-a of Republic Act Numbered Forty-One Hundred and Fifty-Six, as
amended by Republic Act Numbered Sixty-Three Hundred and Sixty-Six,
which provides as follows:
SEC. 4. A new section shall be inserted to be known as
SEC. 5. Section 5 of Republic Act Numbered Forty-One Hundred
and Fifty-Six as amended by Republic Act Numbered Sixty-Three Hundred
and Sixty-Six is hereby amended to read as follows:
SEC. 6. Section 6 of Republic Act Numbered Forty-One Hundred
and Fifty-Six as amended by Republic Act Numbered Sixty-Three Hundred
and Sixty-Six is hereby amended to read as follows:
SEC. 7. Section 9 of Republic Act Numbered Forty-One Hundred
and Fifty-Six as amended by Republic Act Numbered Sixty-Three Hundred
and Sixty-Six is hereby amended to read as follows:
SEC. 8. Section 10 of Republic Act Numbered Forty-One Hundred
and Fifty-Six as amended by Republic Act Numbered Sixty-Three Hundred
and Sixty-Six is hereby amended to read as follows:
Managing Head.
SECTION 9. Managing Head.—The Management of the
Corporation shall be vested in the General Manager who shall be
appointed by the President of the Philippines. He shall possess
technical competence in management preferably in railroad transport
management, have demonstrated executive ability, and be of good moral
character. He shall hold office for a term of eight (8) years.
In the performance of his functions, he shall be assisted by
Assistant General Managers who shall be appointed by him with the
approval of the Board of Directors and the President.
Powers and Duties of the General Manager.
SECTION 10. Powers and Duties of the General Manager.—The
General Manager shall have the following powers and
duties:
To recommend to the Board short-and-long-range
plans and programs consistent with the overall objectives
of the Corporation;
To direct and manage the affairs and business
of the Corporation on behalf of the Board in accordance
with the policies, rules and regulations established by the Board.
To sit in all meetings of the Board as
Vice-Chairman and participate in its deliberations with the right to
vote and to preside in the meetings for and in the absence of of
the Chairman;
To submit and recommend consolidated annual budget and
proposed capital and other supplemental budgets to the
Board;
To appoint officials and employees below the rank
of a division head and to suspend or otherwise discipline
for cause, all subordinate officials and employees of the
Corporation: Provided, however, That in the case of removal
for cause, approval of the Board shall be necessary;
To recommend to the Board such changes in the
organizational structure and staffing pattern of the
Corporation as may be necessary to carry out its functions effectively;
To submit to the Office of the President within
60 days after the close of said fiscal year an annual
report and such other reports on its operations as may be
required; and
To perform such other duties and functions as may
be assigned to him by the Board.
SEC. 11. Section 15 of Republic Act Numbered Forty-One Hundred
and Fifty-Six as amended by Republic Act Numbered Sixty-Three Hundred
and Sixty-Six is hereby amended to read as follows:
Section 12 of Republic Act Numbered Sixty-Three Hundred and Sixty-Six
shall remain valid and effective.
SEC. 13. This Decree shall take effect immediately.
Done in the City of Manila, this 3rd day of July, in the year of
Our Lord, nineteen hundred and seventy-five.
(Sgd.)
FERDINAND E. MARCOS
President
Republic of the Philippines
By the President:
(Sgd.)
ALEJANDRO MELCHOR
Executive Secretary
Legal Department.
SECTION 14. Legal Department.—Any provisions of law
or executive order to the contrary notwithstanding, the Philippine
National Railways shall have its own Legal Department which shall handle
all legal matters affecting the corporation: Provided, That the
Solicitor General's Office shall provide assistance and supervision in
the handling of court cases of the Corporation.
Exemption from the Public Service Act.
SECTION 15. Exemption from the Public Service Act.—The
Philippine National Railways shall not be subject to the authority and
supervision of the Board of Transportation or any similar regulatory
Body.
Name, Duration and Domicile.
SECTION 1 Name, Duration and Domicile.—A
Corporation to serve as the instrumentality of the Government of the
Philippines in providing a nation-wide railroad and transportation
system, is hereby created to be known as the Philippine National
Railways, which shall exist for a term of fifty (50) years from the date
of approval of this Act. It shall have its main office in the City of
Manila, and shall have such branches and agencies within the Philippines
as may be necessary for the proper conduct of its business. This
Corporation shall be under the Office of the President.
Purpose and Specific Powers.
SEC. 2. Purpose and Specific Powers.—The Philippine
National Railways shall have the following purposes and specific
powers: (a) To acquire and hold the assets of the Manila
Railroad Company of the Philippine Islands, and to succeed to, or
acquire, maintain and operate such grants, concessions, and
franchises as are now held and enjoyed by the said Manila Railroad
Company of the Philippine Islands; (b) To own or operate railroad
tramways, bus lines, trucklines, subways, and other kinds of land
transportation; vessels, and pipe lines, for the purposes of
transporting for consideration, passengers, mail and property between
any points in the Philippines; c) As an auxiliary to its main purpose,
to own and/or operate powerhouses, hotels, restaurants, terminals,
warehouses, timber con cessions, coal mines, iron and other
mining properties and to manufacture rolling stocks, equipment,
tools and other appliances; to construct and operate in connection with
its railroad lines, toll viaducts, toll tunnels; and d) To borrow money
and contract loans, credits and indebtedness from domestic and/or
foreign sources for the prosecution and furtherance of its goals and
objectives.
Authorized Capital Stock of the Philippine National Railways.
SECTION 3. Authorized Capital Stock of the Philippine
National Railways.—-The authorized capital stock of the Philippine
National Railways shall be One Billion, Five Hundred Million Pesos
divided into seven million, five hundred thousand common shares all with
par value at two hundred pesos each, which shall
include the present authorized capitalization of six hundred fifty
million pesos of the Philippine National Railways; Provided, that
the increase in the authorized capital shall be fully subscribed by the
Government: Provided, further, that the sum of five hundred
thirty-four million, nine hundred sixteen thousand, seven hundred nine
pesos and eighty-five centavos (P534,916,709.85) as of June 30, 1975,
which has been already subscribed and fully paid for by the Government
of the Republic of the Philippines shall be the initial paid-in capital
of the authorized capital of one billion, five hundred million pesos
provided herein.
The remaining unpaid subscription of the Government in the
amount of nine hundred sixty-five million, eighty-three thousand two
hundred ninety pesos and fifteen centavos (P965,083,290.15) shall be
paid as follows:
The sum of twenty-nine million, one hundred seventy-seven
thousand, four hundred twenty-six pesos and forty-three centavos
(P29,177,426.43) representing the following obligations of the
Philippine National Railways to the Government shall be additional
paid-in subscription for one hundred forty-five thousand eight hundred
eighty seven (145,887) common shares of stock to be held by the National
Government;
1.
Advances by the National
Treasury for payment of various Letters of Credit
P3,616,136.85
2.
Taxes due the Bureau of Customs
covering importations of the Rehabilitation and Selective Modernization
Program
11,341,484.00
3.
Guaranteed dividends of six percent
(6%) on preferred share of the Government Service Insurance System
5,260,800.00
4.
MRRCo. loans with PNR included in the
Government rehabilitated accounts which were liquidated by the National
Government
5,959.005.58
5.
Releases from the Calamity Fund for the
Repair of PNR Lines and Bridges damaged by typhoon
3,000,000.00
____________
P29,177,426.43
The sum of five million, six hundred eighty nine thousand,
five hundred fifty four pesos and twenty eight
centavos (P5.689.554.28) representing the remaining unpaid account
of the Philippine National Railways to the Development Bank
of the Philippines shall likewise be additional paid-in
subscription for twenty eight thousand four hundred forty-seven
(28,447) common shares of stock to be held by the
Development Bank of the Philippines;
The sum of two million, five hundred seventeen
thousand, seven hundred seventy nine pesos and eighteen centavos
(P2,517,779.18) representing the remaining unpaid account of the
Philippine National Railways to the Philippine National Bank shall be
also additional paid-in subscription for twelve thousand, five
hundred eighty-eight (12,588) common shares of stock to be held by
the Philippine National Bank;
The sum of forty million, five hundred thousand
pesos (P40,500,000.00) released to the Philippine National
Railways out of the appropriation under Presidential Decree
Number Three for national railway projects and the sum
of thirteen million, eight hundred ten thousand pesos (P13
810,000.00) released out of the appropriation of two
hundred sixty-nine million pesos (P269,000,000.00) under
Presidential Decree Number Four Seventy Five for the construction,
installation, improvement, rehabilitation, reconstruction, completion,
including project preparation and purchase of necessary materials for
various railways projects, or a total of Fifty-four million, three
hundred ten thousand pesos (P54,310,000.00) representing two hundred
seventy-one thousand, five hundred fifty (271,550) common shares of
stock, shall also form part of the paid-in capital of the Philippine
National Railways; and
Whatever balance remaining of the authorized capital of the
Philippine National Railways shall be paid from a continuing annual
appropriation of not less than one hundred million pesos which is hereby
appropriated out of any funds in the National Treasury not otherwise
appropriated, such amount to be programmed and released by the Budget
Commission in accordance with the schedule of cash requirements to be
prepared and submitted by the Philippine National Railways; Provided,
that this continuing annual appropriation of one hundred million pesos
and the programming and release thereof shall remain in force until the
authorized capital stock subscribed by the Government shall have been
paid in full.
Foreign Loans.
SECTION 3-a. Foreign Loans.—The Corporation is
hereby authorized to contract loans, credits and indebtedness in any
convertible foreign currency, or capital goods, from foreign
governments, their agencies, instrumentalities or financial
institutions, or any nongovernmental national or international financial
institutions or firms extending suppliers credit deferred payment
arrangements or other fund sources, or to issue bonds, the total
outstanding amount of which, exclusive of interests, shall not exceed
two hundred million United States dollars or the equivalent thereof in
other currencies, on such terms and conditions as it shall deem
appropriate for the accomplishment of its purposes and to enter into and
execute agreements and other documents specifying such terms and
conditions.
The President of the Philippines, through the Secretary of
Finance, is hereby authorized to guarantee, absolutely and
unconditionally, as primary obligor and not as surety merely, in the
name and on behalf of the Republic of the Philippines, the payment of
the loans, credits, indebtedness and bonds issued up to the amount
herein authorized, which shall be over and above the amount which the
President of the Philippines is authorized to guarantee under Republic
Act Numbered Sixty-One Hundred and Forty-Two as amended, as well as the
performance of all or any of the obligations undertaken by the
Corporation in the territory of the Republic of the Philippines pursuant
to loan agreements entered into with foreign governments or any
international financial institutions or fund sources.
The loans, credits and indebtedness contracted under this
subsection and the payment of the principal, interest and other charges
thereon, as well as the importation of machinery, equipment, materials,
supplies and services, by the Corporation, paid from the proceeds of any
loan, credit or indebtedness incurred under this Act, shall also be
exempted from all charges and restrictions previously and presently
imposed, and to be imposed by the Republic of the
Philippines, or any of its agencies and political subdivisions.
Board of Directors, Composition and Appointment.
SECTION 5. Board of Directors, Composition and
Appointment.— The corporate powers of the Corporation shall be
vested in and exercised by a Board of Directors, hereinafter referred to
as the "Board", composed of a Chairman to be appointed by the
President; the General Manager of the Corporation who shall be its
Vice-Chairman; the Deputy Executive Secretary; the Deputy
Director-General (Programs and Projects) of the National Economic and
Development Authority; the Undersecretary of Finance (Fiscal Affairs);
Undersecretary of Public Works, Transportation and Communications, and
three other members to be appointed by the President.
The appointive members of the Board who need not be stockholders
of the Corporation shall be persons of good moral character, competent
and experienced in one or more of the following fields: transport
planning, engineering, economics, management, finance, corporate law, or
marketing.
The Chairman and the three appointive members of the Board shall
serve for a period of six years; Provided, That in the initial
appointments, one member shall be appointed for a term of two years, one
member for four years, and two members for six years, Provided,
further, That their successors shall be appointed for a term of six
years except that any person appointed to fill a vacancy shall only
serve for the unexpired term of the member succeeded.
The officials next in rank to the ex-officio members of
the Board, as designated by them, shall serve as alternate members. They
shall attend the meetings of the Board whenever their principals are
absent or the said positions are vacant and shall receive the same
benefits and privileges due their principals.
* including the Chairman
For actual attendance of meeting the members of the Board shall
receive a per diem of five hundred pesos each for every meeting. Provided,
That no member shall receive per diem exceeding one thousand pesos a
month; Provided, further, That the total for travelling and
representative expenses for any one month shall not exceed one thousand
pesos for each regular member and two thousand pesos for the
Chairman.
Powers and Duties of the Board of Directors.
SECTION 6. Powers and Duties of the Board of Directors.—The
Board shall have the following powers and duties:
To prescribe, amend, and repeal
the by-laws, rules, regulations and policies governing the manner in
which the general business of the Corporation may be exercised;
To fix the compensation of the General Manager and Assistant
General Managers subject to the approval of the Office of the
President, which shall not be less than sixty thousand pesos
(P60,000.00) per annum and forty-eight thousand pesos
(P48,000.00) per annum respectively;
To approve the budgets of the Corporation;
By a two-thirds vote of all members, to recommend to the
President suspension or removal for cause of the General Manager and
Assistant General Managers
Upon recommendation of the General Manager, to approve the
appointments of all officials of the Corporation from the rank of
division heads and above;
Subject to the provisions of applicable laws and regulations and
upon recommendation of the General Manager, to reorganize the
Corporation, determine its staffing pattern and define the
functions and duties of organization units and personnel.
SEC. 9. Notwithstanding the provisions of Presidential Decree
Nos. 14 and 69 and the provisions of other laws to the contrary, the
exemption from taxes, duties and port charges or dues, customs bonds
port charges formerly enjoyed by the Corporation as provided for in
SEC. 10. Section 14 of Republic Act Numbered Forty-One
Hundred and Fifty-Six as amended by Republic Act Numbered Sixty-Three
Hundred and Sixty-Six is hereby amended to read as follows:
SEC. 12. This Decree, is. hereby made part of the laws of the
land and provisions of existing laws, executive and administrative
orders, or parts thereof, in conflict with this Decree are hereby
modified and repealed.
Source: Supreme Court E-Library, Republic of the Philippines. Philippine laws are public documents (works of the government).
