SEC witness: VP Sara a member of corporation’s board while in office
MANILA, Philippines — Vice President Sara Duterte remains a shareholder and member of the board of directors of a Davao-based corporation despite having already assumed office as vice president.
This was revealed by documents presented before the Senate impeachment court on Monday, September 21, which showed that Duterte remained a member of the board of directors of Metro City Chow Foods Corporation even after she was elected vice president.
Upon presentation of the corporation’s general information sheet, Securities and Exchange Commission (SEC) Company Registration and Monitoring Department Director Gerardo del Rosario confirmed that Duterte had both subscribed shares in and served as a member of the board of directors of Metro City Chow Foods Corporation.
According to Article 7, Section 13 of the 1987 Constitution, provides that the president, vice President, members of the Cabinet and their deputies or assistants shall not “hold any other office or employment during their tenure,” in order to avoid conflicts of interest.
It also prohibits these officials, during their tenure, from “directly or indirectly, practice any other profession, participate in any business, or be financially interested in any contract with, or in any franchise, or special privilege granted by the Government or any subdivision, agency, or instrumentality thereof, including government-owned or controlled corporations or their subsidiaries.”
Duterte was elected in 2022 and assumed office on June 30 of that year.
According to the documents presented by the prosecution, Duterte was an incorporator of Metro City Chow Foods Corporation in 2016, holding a 20% ownership stake. She subscribed to P50,000 worth of shares, of which only P12,500 had been paid.
However, Duterte continued to serve on the corporation's board of directors and remained a shareholder from 2022 to 2025, during which she retained her 20% ownership stake.
The General Information Sheet of Metro Chow Foods Corporation also shows that Duterte was the corporation's second-largest shareholder, with 500 shares subscribed and P50,000 in subcribed capital.
The prosecution also presented documents showing Duterte's previous dealings with City Hall Chow Foods Corporation, where she served as a member of the board of directors in 2018.
The documents indicate that Metro Chow had not declared any dividents because it had no unrestricted retained earnings.
Under the Revised Corporation Code, the board of directors of a stock corporation may declare dividends only out of its unrestricted retained earnings. These dividends may be paid in “cash, property, or in stock to all stockholders on the basis of an outstanding stock held by them.”
However, despite the absence of dividends, Del Rosario explained that a shareholder or a director may receive “reasonable per diems” or a salary if the member is also an employee of the corporation.
“Ngayon kung shareholder na ito at ay director, maaari po siyang makatanggap ng additional let's say yung kanilang reasonable per diem o kung ang shareholder na to ay empleyado pa ng kumpanya maaring meron po siyang sweldo,” Dela Rosario said.
(Now, if this individual is a shareholder and at the same time a director, they may receive additional compensation, such as a reasonable per diem. Or, if this shareholder is also an employee of the company, they may be entitled to a salary.)
On Monday, the prosecution tackled Article II of the Articles of Impeachment against Duterte.
The article covers allegations of unexplained wealth, failure to truthfully disclose assets in her Statements of Assets, Liabilities and Net Worth from 2022 to 2024 and failure to divest from and willful continue business interests.
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