150 SCRA 181 Business Organization Corporation Law A Corporation Cannot Invoke

the Right Against Self-Incrimination

When President Corazon Aquino took power, the Presidential Commission on Good
Government (PCGG) was formed in order to recover ill gotten wealth allegedly acquired by
former President Marcos and his cronies. Aquino then issued two executive orders in 1986
and pursuant thereto, a sequestration and a takeover order were issued against Bataan
Shipyard & engineering Co., Inc. (BASECO). BASECO was alleged to be in actuality owned
and controlled by the Marcoses through the Romualdez family, and in turn, through dummy
stockholders.
The sequestration order issued in 1986 required, among others, that BASECO produce
corporate records from 1973 to 1986 under pain of contempt of the PCGG if it fails to do so.
BASECO assails this order as it avers, among others, that it is against BASECOs right
against self incrimination and unreasonable searches and seizures.
ISSUE: Whether or not BASECO is correct.
HELD: No. First of all, PCGG has the right to require the production of such documents
pursuant to the power granted to it. Second, and more importantly, right against selfincrimination has no application to juridical persons. There is a reserve right in the
legislature to investigate the contracts of a corporation and find out whether it has exceeded
its powers. It would be a strange anomaly to hold that a state, having chartered a
corporation like BASECO to make use of certain franchises, could not, in the exercise of
sovereignty, inquire how these franchises had been employed, and whether they had been
abused, and demand the production of the corporate books and papers for that purpose.
Neither is the right against unreasonable searches and seizures applicable here. There
were no searches made and no seizure pursuant to any search was ever made. BASECO
was merely ordered to produce the corporate records.

STONEHILL
Facts: Respondents issued, on different dates, 42 search warrants against
petitioners personally, and/or corporations for which they are officers directing
peace officers to search the persons of petitioners and premises of their offices,
warehouses and/or residences to search for personal properties books of accounts,
financial records, vouchers, correspondence, receipts, ledgers, journals, portfolios,
credit journals, typewriters, and other documents showing all business transactions
including disbursement receipts, balance sheets and profit and loss statements and
Bobbins(cigarettes) as the subject of the offense for violations of Central Bank Act,
Tariff and Customs Laws, Internal Revenue Code, and Revised Penal Code.
Upon effecting the search in the offices of the aforementioned corporations and on
the respective residences of the petitioners, there seized documents, papers,
money and other records. Petitioners then were subjected to deportation
proceedings and were constrained to question the legality of the searches and
seizures as well as the admissibility of those seized as evidence against them.
On March 20, 1962, the SC issued a writ of preliminary injunction and partially lifted
the same on June 29, 1962 with respect to some documents and papers.

Held:
Search warrants issued were violative of the Constitution and the Rules, thus, illegal
or being general warrants. There is no probable cause and warrant did not
particularly specify the things to be seized. The purpose of the requirement is to
avoid placing the sanctity of the domicile and the privacy of communication and
correspondence at the mercy of the whims, caprice or passion of peace officers.
Document seized from an illegal search warrant is not admissible in court as a fruit
of a poisonous tee. However, they could not be returned, except if warranted by the
circumstances.
Petitioners were not the proper party to question the validity and return of those
taken from the corporations for which they acted as officers as they are treated as
personality different from that of corporation.