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PRESIDENTIAL DECREE NO. 645
PRESIDENTIAL DECREE NO. 645 -
AUTHORIZING THE GOVERNMENT SERVICE INSURANCE SYSTEM TO ASSISTS IN THE
CONSTRUCTION, DEVELOPMENT, AND/OR OPERATION OF A NEW MANILA HOTEL AND
DISSOLVING THE EXISTING MANILA HOTEL COMPANY
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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;chanroblesvirtualawlibrary
WHEREAS, in addition, Manila has often been chosen the venue of
international conferences and conventions;chanroblesvirtualawlibrary
WHEREAS, these developments have created a serious shortage of suitable
hotels and related tourist facilities in the country;chanroblesvirtualawlibrary
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;chanroblesvirtualawlibrary
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 the local tourist facilities;chanroblesvirtualawlibrary
WHEREAS, the Manila Hotel is located in one of the best sites for
de-luxe hotels in the country;chanroblesvirtualawlibrary
WHEREAS, the present Manila Hotel which was constructed before the was
is no longer adequate to provide accommodations to tourists,
businessmen, and foreign visitors in accordance with accepted
international standards;chanroblesvirtualawlibrary
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; chanroblesvirtualawlibrary
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;chanroblesvirtualawlibrary
WHEREAS, the International Monetary Fund and the International Bank for
Reconstruction and Department 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;chanroblesvirtualawlibrary
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;chanroblesvirtualawlibrary
WHEREAS, the National Government is the registered owner of two (2)
parcels of land which from an integral part of the Manila Hotel
premises and which, in the opinion of architectural, engineering, and
hotels experts, should be included as an integral part of the
development plans of a new Manila Hotel;chanroblesvirtualawlibrary
WHEREAS, said two (2) parcels of land as covered by TCT No. 67398,
issued by the Register of Deeds of Manila;chanroblesvirtualawlibrary
WHEREAS, the National Government, in consideration of the 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; chanroblesvirtualawlibrary
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;chanroblesvirtualawlibrary
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 a new Manila Hotel, do hereby order and decree:cralaw:red
Section 1. The existing Manila Hotel Company is
hereby dissolved, liquidated, and abolished. For this purpose, the net
asset 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
stockholders 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 of private accounting
and/or appraisal firms who shall make the appropriate certification as
to the value of 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. chanroblesvirtualawlibrary
Any personnel of the Manila Hotel Company shall be entitled to a
guaranty 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.
Section 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 objectives.
Section 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, equipped with the
facilities and amenities necessary to make it comfortable with the best
hotels abroad.
Section 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 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.
Section 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: chanroblesvirtualawlibrary
"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, LCR
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.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 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 Government Service Insurance System, in
consideration of the financial and other supports to be extended by the
Government Service 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.
Section 6. Any provision of law, executive order,
rules and regulations inconsistent with this decree is hereby repealed
or modified accordingly.
Section 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, 1975.
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