REPUBLIC OF THE PHILIPPINES

NATIONAL CAPITAL JUDICIAL REGION

METROPOLITAN TRIAL COURT
BRANCH ___, PASIG CITY

RICARDO SY,
Plaintiff,
Case No.
For: COLLECTION FOR A SUM OF
MONEY, ATTORNEYS FEES AND
OTHER RELIEFS
-versus-

LITO PEREZ,
Defendant,
x-----------------------------------x

ANSWER
(With Affirmative Defenses)

PNOC Development and Management Corporation (PDMC), represented

herein by Philippine National Oil Company (PNOC), as administrator of the
defendant, by counsel, to this Honorable Court, respectfully states:

ADMISSIONS AND DENIALS

1. Administrator, PNOC SPECIFICALLY DENIES the allegations in

paragraph 1 of the complaint for lack of knowledge or information sufficient to
form a belief as to their truth;

2. PNOC ADMITS the allegations in the first sentence of paragraph 2

of the complaint, but the rest of the allegations in said paragraph 2 are
SPECIFICALY DENIED, for lack of knowledge or information sufficient to
form a belief as to their truth;

3. As Administrator of PDMC, PNOC ADMITS the allegations of

paragraph 3 of the complaint, with the qualification that a Deed of Absolute Sale
has been executed in favor of Majestic Landscape Corporation on 26 March
2015, as will be discussed in the affirmative defenses;

4. As Administrator of PDMC, PNOC ADMITS the allegations in

paragraph 4 of the complaint as to the existence of the Memorandum of
Agreement;

5. As Administrator of PDMC, PNOC SPECIFICALLY DENIES the

allegations in paragraphs 5, 6, 7, 8, 9 and 10 of the complaint for lack of
knowledge or information sufficient to form a belief as to their truth, including the
genuineness and authenticity of the supporting documents thereof;

6. As Administrator of PDMC, PNOC ADMITS the allegations in

paragraph 11 of the complaint as to the existence of the letter;
ANSWER
LGTM Corporation vs. PNOC
Case No. R-MKT-16-063363-CV
x---------------------------------------x

7. As Administrator of PDMC, PNOC SPECIFICALLY DENIES the

allegations in paragraphs 12, 13, 14 and 15 of the complaint for being
assumptions bereft of factual or legal support; and truth being those stated in the
affirmative defenses below;

And, by way of . . .

AFFIRMATIVE DEFENSES

8. PNOC adopts and repleads all the foregoing allegations as they are
pertinent herein;

PDMC has been abolished by the

Office of the President and can no
longer pursue its mandate.
x-------------------------------x

9. PDMC was ordered abolished by virtue of a Memorandum issued

by then Executive Secretary Paquito N. Ochoa dated September 8, 2014 (hereto
attached as Annex A);

10. Subsequently on September 29, 2014, the Governance

Commission for Government Owned or Controlled Corporations (GCG) issued
Memorandum Order No. 2014-25 (Annex B) instructing PNOC, as PDMCs
parent company, to take all necessary steps to give effect to the abolition of
PDMC;

11. The abolition of the corporate entity PDMC is peculiar since this
was ordered by the Chief Executive, through the GCG. It should, however, be
borne in mind that, PNOC is a separate juridical entity from PDMC, thus it is not
bound by the agreements entered into by PDMC;

12. Clearly, the Memorandum of the then Executive Secretary Paquito

N. Ochoa designated PNOC as one of the representatives in a technical working
group for purposes only of: 1. winding down of operations, disposition of assets
and settlement of liabilities of PDMC; 2. transfer of PDMC functions and
programs, as well as its remaining assets; and 3. settlement of the
retirement/separation benefits of affected employees of PDMC. As consequence,
PNOC is bereft of authority to continue with the business operation of PDMC;

PDMCs obligations under the

Memorandum of Agreement (MOA) were
complied with.
x------------------------------------x

13. The MOA (hereto attached as Annexed C) between LGTM Corp.

and PDMC clearly states the obligations of the parties. The MOA enumerates
that the FIRST PARTY (LGTM Corp.) shall at its own expense survey and
prepare the subdivision plans, engineering designs, and such other plans
Thus, it is clear to LGTM that they will shoulder the expenses;

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ANSWER
LGTM Corporation vs. PNOC
Case No. R-MKT-16-063363-CV
x---------------------------------------x

14. The obligation of the SECOND PARTY (PDMC) is to make

available and allow proper access to the properties to the FIRST PARTY,
which PDMC complied with. LGTM had access to the property. PDMC kept its
end of the agreement and LGTM was able to do all the surveys;

15. LGTM was given access to the property. The reason they were not
able to continue with their work is because they failed to get a Development
Permit from the Municipal Mayors office, as evidenced by the letter of
Rosario mayor Jose M. Ricafrente Jr. dated September 29, 2008 (Letter
hereto attached as Annex D). The letter of Mayor Ricafrente clearly states that
the reason for the denial of the Development Permit is the access bridge from
Greenfields Subdivision leading to subject property, and which was started
before but opposed by the majority of residents, as it will induce flooding in the
whole area. With no Development Permit, which is the obligation of the FIRST
PARTY to procure, the project cannot proceed. Hence, contrary to the allegations
of LGTM, it is not due to squatters issue but possible flooding that caused the
delay in the project implementation. Under the MOA, particularly Paragraph 2
(2.2) it states, The FIRST PARTY (LGTM) shall secure and pay for all
necessary licenses plus the cost of the required bond, permits, approval
from the City Government, HLURB;

16. The reason LGTM failed to push through with their development of
the property was their failure to secure a Development Permit (DP) from the
Municipality of Rosario, Cavite, despite having been given full access to the
property by PDMC;

17. The expenses incurred by LGTM are expenses that LGTM willingly
agreed to take on, as evidenced in the MOA provisions. It is a business
expenditure that LGTM took on willingly and as part of their obligation under the
MOA. It was LGTM which failed to comply with the requirements of the
MOA, specifically the provision under 2.5 which expressly states that the
period for securing a Development Permit shall be within (3) months from
turn- over of the property. PDMC gave LGTM full access to the property in
compliance with its obligation under the MOA;

PDMC Offered the Asset for Disposal

initially through Public Bidding.
x------------------------------------x

18. PDMC initially offered the property at issue through public bidding
prior to its abolition, in accordance with COA Circular No. 296 dated January 27,
1989 on the disposal of property and other assets. And after a failed bidding, the
negotiated sale with the Deed of Absolute Sale to Majestic Landscape
Corporation was finally executed on March 26, 2015;

19. Even with the publication of the offer to dispose the property, LGTM
did not express any interest to acquire the subject property. Neither did it show
any intent to pursue the project under the MOA. It is only now, after the lapse of
almost eight (8) years, that LGTM Corporation seeks to pursue its project with
PDMC, when the latter has already been abolished.

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ANSWER
LGTM Corporation vs. PNOC
Case No. R-MKT-16-063363-CV
x---------------------------------------x

PRAYER

WHEREFORE, it is respectfully prayed that the instant complaint be

DISMISSED, for lack of merit.

Other reliefs, just and equitable in the premises, are likewise prayed for.

Makati City, August 14, 2017.

JOSE C. CALIDA
Solicitor General
Roll No. 24852
IBP No. 1019162
MCLE Exemption No. VI-000016

JOHN EMMANUEL F. MADAMBA

Assistant Solicitor General
Roll No. 37365
IBP Lifetime No. 1010367; 01/18/2016
MCLE Exemption No. V-000756

MARIA LOURDES B. ALARCON-LEONES

Senior State Solicitor
Roll No. 38216
IBP No. 1009508
MCLE Compliance No. IV-0025394

OFFICE OF THE SOLICITOR GENERAL

134 Amorsolo Street, Legaspi Village
Makati City

Copy Furnished:

Atty. Alfredo F. Laya, Jr.

Counsel for Plaintiff
No. 29, Anonas Road, Project 2
Quezon City

EXPLANATION
(Pursuant to Section 11, Rule 13 of the 1997 Rules of Civil Procedure)

The foregoing Answer is being served by registered mail due to lack of

manpower to effect personal service.

MARIA LOURDES B. ALARCON-LEONES

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ANSWER
LGTM Corporation vs. PNOC
Case No. R-MKT-16-063363-CV
x---------------------------------------x

Senior State Solicitor

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