BIR, v Lepanto Ceramics, Inc.; G.R. No. 224764; 23 Apr 2017

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Respondent on 23 December 2011 filed a petition for corporate rehabilitation pursuant to R.A. No. 10142. In connection thereto, the Rehabilitation Court issued a Commencement Order, which, inter alia, declared respondent to be under corporate rehabilitation; suspended all actions or proceedings, in court or otherwise, for the enforcement of claims against it; prohibited it from making any payment of its liabilities except as may be provided under R.A. No. 10142; and directed the BIR to file and serve on respondent its comment or opposition to the petition, or its claims against it.

Despite the Commencement Order, Misajon,, sent respondent a notice of informal conference dated 27 May 2013, informing the latter of its deficiency internal tax liabilities for fiscal year ending 30 June 2010. The BIR also sent respondent a Formal Letter of Demand dated 09 May 2014, requiring the latter to pay its deficiency.

Whether or not the issuance of a Commencement Order for the rehabilitation rehabilitation of a distressed corporation suspends the collection of taxes against it.

YES. Section 16 of R.A. No. 10142 provides, inter alia, that upon the issuance of a Commencement Order – which includes a Stay or Suspension Order – all actions or proceedings, in court or otherwise, for the enforcement of “claims” against the distressed company shall be suspended. Under the same law, claim “shall refer to all claims or demands of whatever nature or character against the debtor or its property, whether for money or otherwise, liquidated or unliquidated, fixed or contingent, matured or unmatured, disputed or undisputed, including, but not limited to: (1) all claims of the government whether national or local, including taxes, tariffs and customs duties; and (2) claims against directors and officers of the debtor arising from acts done in the discharge of their functions falling within the scope of their authority; Provided, That, this inclusion does not prohibit the creditors or third parties from filing cases against the directors and officers acting in their personal capacities.”

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