Team Sual Corporation vs. Commissioner of Internal Revenue

DECISION

UY, d_.:

Before Us are consolidated Petitions for Review filed by Team Sual Corporation against Commissioner of Internal Revenue in CTA EB No. 649 on June 29, 2010, and by Commissioner of Internal Revenue against Team Sual t

CT A EB Nos. 649 and 65 1

Corporation in CTA EB No. 651 on July 1, 2010 respectively seeking the following legal remedies: 1) In CTA EB No. 649, Team Sual Corporation ("Team Sual", for brevity) prays that the Court En Bane grant the refund or issuance of tax credit certificate in its favor for its input value-added tax (VAT) on local purchases of goods and services and on importations for the year 2001 in the amount of ~ 12,761 ,224.50, in addition to the ~ 144,564,112.19 granted by the Special First Division of this Court in CTA Case Nos. 6630 and 6733 entitled "Team Sua/ Corporation (formerly: Mirant Sua/ Corporation), Petitioner, versus, Commissioner of Internal Revenue, Respondent" in its Amended Decision promulgated on June 7, 2010. 2) In CTA EB No. 651 , the Commissioner of Internal Revenue ("Commissioner", for brevity) prays that the Decision dated June 9, 2009 rendered in the same case, and the said Amended Decision, be reversed and set aside, and another one be rendered denying the entire claim for refund.

THE FACTS

Team Sual is a corporation duly organized and existing under and by virtue of Philippine laws, with principal office at Barangay Pangascasan, Sual, Pangasinan. It is registered as a VAT taxpayer in accordance with Section 107 of the Tax Code [now Section 236 of the National Internal Revenue Code (NIRC) of 1997], with Bureau of Internal Revenue (BIR) Certificate of Registration bearing ROO Control No. 05-0181 and Taxpayer's Identification No. (TIN) 003- JrJ 841 -103.

~

CT A EB Nos. 649 and 65 1

Team Sual is principally engaged in the business of power generation and subsequent sale thereof to the National Power Corporation (NPC) under a Build, Operate, and Transfer (BOT) Scheme. It was originally registered with the Securities and Exchange Commission under the name "Pangasinan Electric Corporation". Over the years, Team Sual changed its name to "Southern Energy Pangasinan, Inc." on August 17, 1999; "Mirant Sual Corporation" on June 28, 2001 ; and Team Sual on July 23, 2007. The Commissioner is duly appointed and empowered to perform the duties of his office, including among others, the duty to act on and approve claims for refund or tax credit as provided by law. He holds office at the BIR National Office Building, Diliman, Quezon City. On December 6, 2000, Team Sual filed with the BIR Revenue District Office No. 5-Aiaminos, Pangasinan an Application for VAT Zero-Rate for the supply of electricity to NPC. The same was subsequently approved. Team Sual filed its Quarterly VAT Returns for taxable year 2001 with the BIRon the following dates: Period covered Date of filing 1 51 Quarter-2001 April 18, 2001 2na Quarter-2001 July 24, 2001 3ra Quarter-2001 October 24, 2001 4m Quarter-2001 January 24, 2002 In the said Returns, Team Sual declared zero-rated sales amounting to 12 13,970,077,071 .38, taxable sales amounting to 12 98,819,987.19, output VAT of 12 9,881 ,998.46, and excess input VAT of 12 166,720,367.79; detailed follows:

CT A EB Nos. 649 and 65 1

Input VAT Zero-rated On Domestic Excess Input 2001 Sales/Receipts Taxable Sales Output VAT Purchases On Importation VAT 1 5 Qtr Iii 3,497,849,694.35 Iii 484,811 .00 Iii 48,481 .10 Iii 25,719,981 .35 Iii 12,313,509.00 Iii 37,985,009.25 2" 0 Qtr 3,483,578,645.29 8,613,210.01 861 ,321 .00 21,408,178.12 8,751 ,699.00 29,298,556.12 3"' Qtr 3,606,942,848.42 31 '172,787.48 3,117,278.49 22,089,436.74 13,897,677.15 32,869,835.40 4'" Qtr 3,381 ,705,883.32 58,549,178.70 5,854,917.87 63,103,992.89 9,317,892.00 66,566,967.02 li 13,970,077,071 .38 li 98,819,987.19 li 9,881 ,998.46 li 132,321 ,589.10 li 44,280,777.15 li 166,720,367.79 Pursuant to the procedure prescribed in Revenue Regulations No. 7-95, as amended, Team Sual filed an administrative claim for refund of the unutilized input VAT with the BIR on March 20, 2003 in the total amount of ~ 166,720,367.79 for the four quarters of taxable year 2001 . Due to the Commissioner's inaction and upon the notion that in order to suspend the running of the two-year prescriptive period within which to file a judicial claim for refund/issuance of a tax credit certificate, Team Sual filed with the First Division of this Court a Petition for Review on March 31 , 2003, docketed as CTA Case No. 6630, praying for the refund or issuance of tax credit certificate for its alleged unutilized input VAT for the first quarter of taxable year 2001 in the amount of~ 37,985,009.25. On July 23, 2003, Team Sual filed another Petition for Review docketed as CTA Case No. 6733, seeking the refund or issuance of tax credit certificate for its alleged unutilized input VAT for the second, third , and fourth quarters of taxable year 2001 in the amount of ~ 128,735,358.54. At the instance of Team Sual, the said cases were consolidated on August 7, 2003. The Commissioner respectively interposed certain Special and Affirmative Defenses in his Answers to the said Petitions for Review. Trial proceeded.

Team Sual formally offered its evidence on December 18, 2006, submitting Exhibits "A" to "GGGGG", inclusive of submarkings; while the t

CT A EB Nos. 649 and 65 1

Commissioner submitted the case for decision without making a formal of evidence.

On June 9, 2006, the First Division of this Court rendered a Decision, the dispositive portion of which reads: "WHEREFORE, the instant Petition for Review is hereby PARTIALLY GRANTED.

ACCORDINGLY, respondent Commissioner of Internal Revenue is hereby ORDERED to REFUND or to ISSUE A TAX CREDIT CERTIFICATE in the amount of ONE HUNDRED SEVENTEEN MILLION

THREE HUNDRED THIRTY THOUSAND FIVE HUNDRED FIFTY

PESOS AND 62/100 (P117,330,550.62) to petitioner Mirant Sual Corporation, representing unutilized input VAT from its domestic purchases of goods and services and importation of goods attributable to its effectively zero-rated sales to the National Power Corporation for the first, third, and fourth quarters of taxable year 2001 .

FORTY FOUR MILLION FIVE HUNDRED SIXTY FOUR THOUSAND

ONE HUNDRED TWELVE PESOS AND 19/100 (P144,564,112.19) to petitioner Team Sual Corporation (formerly: Mirant Sual Corporation), representing unutilized input VAT from its domestic purchases of goods and services and importation of goods attributable to its effectively zero- rated sales to the National Power Corporation for the first, second, third, and fourth quarters of taxable year 2001 .

CT A EB Nos. 649 and 65 1

Team Sual filed its Repll to the Commissioner's Comment/Opposition to its Petition for Review on August 9, 2010. The Commissioner, however, never filed her Reply to Team Sual's Comment to her Petition for Review. On September 15, 2010, the Court En Bane deemed the instant consolidated cases submitted for decision.6 Hence, this Decision.

THE ISSUE RAISED AND THE ASSIGNED ERROR

In its Petition for Review (CTA EB No. 649), Team Sual raises the following issue:

"WHETHER OR NOT THE HONORABLE COURT'S SPECIAL FIRST

DIVISION ERRED IN DISALLOWING PETITIONER'S INPUT TAXES

OF JW 12,761 ,224.50 ON LOCAL PURCHASES OF GOODS AND SERVICES AND ON IMPORTATIONS ON THE GROUND THAT THE

SUPPORTING DOCUMENTS ARE ISSUED UNDER PETITIONER'S

FORMER NAME CONSIDERING THAT THE CHANGE OF NAME OF PETITIONER DOES

NOT AFFECT ITS

IDENTITY NOR

ITS PROPERTY, RIGHTS, OR LIABILITIES." On the other hand, in her Petition for Review (CTA EB No. 651), the Commissioner assigns the following error: "THE FORMER FIRST DIVISION ERRED IN GRANTING

PETITIONER'S CLAIM FOR REFUND IN THE REDUCED AMOUNT

OF P144,564,112.19 ALLEGEDLY REPRESENTING UNUTILIZED INPUT VAT FROM ITS DOMESTIC PURCHASES OF GOODS AND

SERVICES AND IMPORTATION OF GOODS ATTRIBUTABLE TO

ITS EFFECTIVELY ZERO-RATED SALES TO THE NATIONAL

POWER CORPORATION FOR THE FIRST, THIRD AND FOURTH QUARTERS OF TAXABLE YEAR

2001 I

BECAUSE THE HONORABLE COURT HAD NO JURISDICTION TO ACT ON THE PETITION FOR REVIEW. ASSUMING THAT THE FORMER FIRST DIVISION HAD JURISDICTION, PETITIONER AVERS THAT HIS

DENIAL BY INACTION WAS PROPER AND THAT RESPONDENT

HAS NOT SUFFICIENTLY PROVEN ITS ENTITLEMENT TO A

REFUND."

5 Docket (CTA EB No. 649), pp. 120 to 128. 6 Resolution dated September 15, 20 I 0, Docket (CT A EB No. 649), pp. 133 to 134. r

CT A EB Nos. 649 and 651

For an orderly disposition of the case, We shall first tackle the error assigned by the Commissioner, since it involves the question of jurisdiction. Needless to state, to inquire into the existence of jurisdiction over the subject matter is the primary concern of a court, for thereon would depend the validity of its entire proceedings.7

THE COURT EN BANC'S RULING

On the question of jurisdiction. The rule is that in order to ascertain whether a court has jurisdiction or not, the provisions of the law should be inquired into.8 Section 7 of Republic Act No. (RA) 11259, as amended by RA 928210, enumerates over which cases this Court has appellate jurisdiction. In part, it provides:

"SEC. 7. Jurisdiction.- The CTA shall exercise: "(a) Exclusive appellate jurisdiction to review by appeal, as herein provided:

XXX XXX XXX "(2) Inaction by the Commissioner of Internal Revenue in cases involving disputed assessments, refunds of internal revenue taxes, fees or other charges, penalties in relation thereto, or other matters arising under the National Internal Revenue Code or other laws administered by the Bureau of Internal Revenue, where the National Internal Revenue Code provides a specific period for action, in which case the inaction shall be deemed a denial; (Emphases and underscoring supplied) XXX XXX XXX.

7 Commissioner of Internal Revenue vs. Villa, eta!., G.R. No. L-23988, 2 January 1968. 8 Soller, et a!. vs. Sandiganbayan, et a!., G.R. Nos. 144261-62, 9 May 200 I. 9 AN ACT CREATING THE COURT OF TAX APPEALS. 10 AN ACT EXPANDING THE JURISDICTION OF THE COURT OF TAX APPEALS (CTA), ELEVATING ITS RANK TO THE LEVEL OF A COLLEGIATE COURT WITH SPECIAL JURISDICTION AND ENLARGING ITS MEMBERSHIP, AMENDING FOR THE PURPOSE CERTAIN SECTIONS OF REPUBLIC ACT NO. 11 25, AS AMENDED, OTHERWISE KNOWN AS J\ THE LAW CREATING THE COURT OF TAX APPEALS, AND FOR OTHER PURPOSES. 10_ DECISION CT A EB Nos. 649 and 65 1 Page I I of28 viz:

Furthermore, Section 11 prescribes how the said appeal should be taken, "SEC. 11 . Who May Appeal; Mode of Appeal; Effect of Appeal.- Any party adversely affected by a decision, ruling or inaction of the Commissioner of Internal Revenue, the Commissioner of Customs, the Secretary of Finance, the Secretary of Trade and Industry or the Secretary of Agriculture or the Central Board of Assessment Appeals or the Regional Trial Courts may file an appeal with the CTA within thirty (30) days after the receipt of such decision or ruling or after the expiration of the period fixed by law for action as referred to in Section 7(a)(2) herein. "Appeal should be made by filing a petition for review under a procedure analogous to that provided for under Rule 42 of the 1997 Rules of Civil Procedure with the CTA within thirty (30) days from the receipt of the decision or ruling or in the case of inaction as herein provided, from the expiration of the period fixed by law to act thereon. xxx (Emphases supplied) "xxx XXX xxx."

One of the "inaction(s) by the Commissioner of Internal Revenue" being contemplated in the above-quoted provisions is that found in Section 112 of the NIRC of 1997-the provision to which Team Sual anchors its claim for refund or issuance of a tax credit certificate-wherein it "provides a specific period of action", i.e., a period of 120 days from the date of submission of complete documents for the Commissioner of Internal Revenue, to grant, in proper cases, a refund or to issue a tax credit certificate for creditable input taxes due or paid attributable to zero-rated or effectively zero-rated sales, to wit: "SEC. 112. Refund or Tax Credits of Input Tax.- "(A) Zero-rated or Effectively Zero-rated Sales.- Any VAT-registered person, whose sales are zero-rated or effectively zero-rated may, within two (2) years after the close of the taxable quarter when the sales were made, apply for the issuance of a tax credit certificate or refund of creditable input tax due or paid attributable to such sales, except transitional input tax, to the extent that such input tax has not been applied against output tax: xxx XXX XXX XXX

CT A EB Nos. 649 and 651

"(D) Period within which Refund or Tax Credit of Input Taxes shall be Made.- In proper cases, the Commissioner shall grant a refund or issue the tax credit certificate for creditable input taxes within one hundred twenty (120) days from the date of submission of complete documents in support of the application filed in accordance with Subsections (A) and (B) hereof. "In case of full or partial denial of the claim for tax refund or tax credit, or the failure on the part of the Commissioner to act on the application within the period prescribed above, the taxpayer affected may, within thirty (30) days from the receipt of the decision denying the claim or after the expiration of the one hundred twenty-day period, appeal the decision or the unacted claim with the Court of Tax Appeals." (Emphases supplied) Based on the foregoing, before going to this Court, the concerned VAT- registered person must file an administrative claim for the refund or issuance of tax credit of its/his input VAT attributable to zero-rated or effectively zero-rated sales, within two years reckoned from the close of the taxable quarter when the said sales were made. For this Court to have appellate jurisdiction over the case, the VAT- registered person, who timely filed the said administrative claim, must await the decision or ruling of denial of such claim, whether full or partial, or the expiration of the 120-day period from the submission of complete documents in support of such claim , and then file before this Court a petition for review within 30 days from receipt of the said decision or ruling, or from the expiration of the said 120- day period, as the case may be. As for the latter case, the expiration of such period is necessary since it is only at that time that "the inaction shall (already) be deemed a denial". 11 11 Section 7(a)(2), RA 1125, as amended by RA 9282.

CT A EB Nos. 649 and 65 1

In the landmark case of Commissioner of Internal Revenue vs. Aichi Forging Company of Asia, lnc. 12 , the Supreme Court interpreted the provisions of Section 112(0) in this wise, and We quote: "In this case, the administrative and the judicial claims were simultaneously filed on September 30, 2004. Obviously, respondent13 did not wait for the decision of the CIR or the lapse of the 120-day period. For this reason, we find the filing of the judicial claim with the CTA premature. Respondent's assertion that the non-observance of the 120-day period is not fatal to the filing of a judicial claim as long as both the administrative and the judicial claims are filed within the two-year prescriptive period has no legal basis. There is nothing in Section 112 of the NIRC to support respondent's view.

Subsection (A) of the said provision states that 'any VAT-registered person, whose sales are zero-rated or effectively zero-rated may, within two years after the close of the taxable quarter when the sales were made, apply for the issuance of a tax credit certificate or refund of creditable input tax due or paid attributable to such sales.' The phrase 'within two

(2) years xxx apply for the issuance of a tax credit certificate or refund' refers to applications for refund/credit filed with the CIR and not to appeals made to the CTA. This is apparent in the first paragraph of subsection (D) of the same provision, which states that the CIR has '120 days from the submission of complete documents in support of the application filed in accordance with Subsections (A) and (B)' within which to decide on the claim. In fact, applying the two-year period to judicial claims would render nugatory Section 112(0) of the NIRC, which already provides for a specific period within which a taxpayer should appeal the decision or inaction of the CIR. The second paragraph of Section 112(0) of the NIRC envisions two scenarios: (1) when a decision is issued by the Cl R before the lapse of the 120-day period; and (2) when no decision is made after the 120-day period. In both instances, the taxpayer has 30 days within which to file an appeal with the CT A. As we see it then, the 120-day period is crucial in filing an appeal with the CTA. XXX 12 G.R. No. 184823, October 6, 20 10. 13 The refund claimant. XXX XXX

CT A EB Nos. 649 and 65 1

In fine, the premature filing of respondent's claim for refund/credit of input VAT before the CTA warrants a dismissal inasmuch as no jurisdiction was acquired by the CT A." (Emphasis and underscoring supplied) In this case, it is without doubt that Team Sual timely filed with the BIR on March 20, 2003, an administrative claim for the refund of its unutilized input VAT in the total amount of ~ 166,720,367.79 for the four quarters of taxable year 2001 , since it was made within the two-year period prescribed under Section 112(A) of the NIRC of 1997. However, the Petition for Review in CTA Case No. 6630 involving the unutilized input VAT for the first quarter of taxable year 2001 was prematurely filed on March 31 , 2003, since it was done before the lapse of, or within, the 120- day period prescribed under the above-quoted Section 112(0). To bolster this point, a summary of the pertinent dates involved in this case is presented as follows: Filing date of the administrative claim for the four quarters of 2001 March 20, 2003 Last day of the 120- day period under Section 112(D) from the filing of the administrative claim July 18, 2003 30-day period within which to file a petition for review under Section 112(D) July 19, 2003 to August 17, 2003 Filing date of the petition for review in CTA Case No. 6630 March 31 , 2003 Although it would seem, from the wordings employed by the above-quoted Section 112, that the date of filing of the administrative claim is separate and distinct, albeit subsequent, from the date of submission of the complete documents in support thereof, it is apparent that Team Sual, upon filing the said administrative claims, simultaneously submitted the complete documents in CT A EB Nos. 649 and 65 1 support thereof. This is manifest in Team Sual's letter dated March 17, 2003,14 wherein it was stated, viz: "In support of this application, we enclose a copy of the following documents:

1. VAT Registration Certificate;

2. Quarterly VAT Returns for the first, second, third and fourth quarters of 2001 ;

3. Summary of Input Tax Payments for the first, second, third and fourth quarters of 2000 showing the details of our client's purchases of goods and services as well as the corresponding input tax paid; and

4. Approved Application for Zero Rate for the year 2001 ." Such being the case, We conclude that the 120-day period under Section 112(0) of the NIRC of 1997 commenced simultaneously with the filing of Team Sual's administrative claim. Ergo, when Team Sual filed its appeal, as regards the inaction of the Commissioner on its claim for refund the unutilized input VAT for the first quarter of taxable year 2001 , via the Petition for Review in CTA Case No. 6630 on March 31 , 2003, the Court in Division has not acquired any appellate jurisdiction to entertain the same. Hence, said case should have been dismissed outright. As aptly held in Yao vs. Court of Appeals, et a/. 15: "The right to appeal is not a constitutional, natural or inherent right. It is a statutory privilege of statutory origin and, therefore, available only if granted or provided by statute. Since the right to appeal is not a natural right nor a part of due process, it may be exercised only in the manner and in accordance with the provisions of law. Corollarily, its requirements must be strictly complied with. "That an appeal must be perfected in the manner and within the period fixed by law is not only mandatory but jurisdictional. Non- compliance with such legal requirements is fatal, for it renders the decision sought to be appealed final and executory, with the end result that no court ~

CT A EB Nos. 649 and 65 1 can exercise appellate jurisdiction to review the decision." (Emphases supplied) It must be emphasized that jurisdiction over the subject matter or nature of an action is fundamental for a court to act on a given controversy, 16 and is conferred only by law and not by the consent or waiver upon a court which, otherwise, would have no jurisdiction over the subject matter or nature of an action. Lack of jurisdiction of the court over an action or the subject matter of an action cannot be cured by the silence, acquiescence, or even by express consent of the parties.17 If the court has no jurisdiction over the nature of an action, its only jurisdiction is to dismiss the case. The court could not decide the case on the merits.18 It should be recalled that this Court is a court of special jurisdiction. As such, it can only take cognizance of such matters as are clearly within its jurisdiction.19 Thus, when it appears from the pleadings or the evidence on record that the court has no jurisdiction over the subject matter, the court shall dismiss the claim. 20 In fine, Team Sual's claim for tax refund of its unutilized input VAT for the first quarter of taxable year 2001 should be denied for having been filed in violation of Section 112(0) of the NIRC of 1997. Refund claims for the second, third, and fourth quarters of taxable year 2001.

16 Commissioner of internal Revenue vs. Villa, eta/., G.R. No. L-23988, 2 January 1968. 17 Laresma vs. Abel/ana, G.R. No. 140973, November II , 2004. 19 Ker & Company, Ltd. vs. Court of Tax Appeals, eta!., G.R. No. L-1 2396, January 31 , 1962. 18 Please refer to De Guzman, eta!. vs. Escalona, eta!. , G.R. No. L-5 1773, May 16, 1980. ~ 20 Section I, Rule 9, Rules of Court.

I 1

CT A EB Nos. 649 and 65 1

Anent the refund claims of Team Sual for the second, third and fourth quarters of 2001 , the same have been timely filed, both at the administrative and judicial levels. Since the Commissioner prays for the denial of the entire claim of Team Sual, We shall determine whether the latter is entitled to the refund of the amount of input VAT pertaining to the said quarters. In its VAT Returns for the second, third and fourth quarters of taxable year 2001 , Team Sual reported excess input VAT amounting to~ 128,735,358.54, as follows:

Excess Input Exhibit Year 2001 Output Tax Input Tax VAT "G" 2nd Quarter 861,321 .00 30,159,877.12 ~ 29,298,556.12 "H" 3rd Quarter 3,117,278.49 35,987,113.89 32,869,835.40 IIIII 4th Quarter 5,854,917.87 72,421,884.89 66,566,967.02 TOTAL lit 128,735,358.54 In support of the alleged input VAT of ~ 128,735,358.54, Team Sual presented its Schedules/Summaries of Domestic Purchases and Importation of Goods for taxable year 2001 21 and the related suppliers' invoices and official receipts, Bureau of Customs (BOC) Import Entries and Internal Revenue Declarations (IEIRDs), BOC official receipts, bank debit advices/official receipts22. Upon verification of these documents, the Court-commissioned Independent Certified Public Accountant (ICPA), made the following findings in its Report dated June 3, 200423: Findinas Annex 2nd Qtr Input Tax on Purchases of Goods Erroneously Computed 4-1 Fi 21 Exhibits "88", "CC", "DO", and "EE". 22 Exhibits "FF" to "II" (including submarkings). 23 Exhibit "Z", pages 4 to 7. 113.64 3rd Qtr 4th Qtr Fi 20,169.53 Fi 19,636.36 Fi Total 39,919.53 t 2 3 4 5 6 7 8 9 II 1 2 3 4 5 6 7 Ill IV 1 2 3 4 5

CT A EB Nos. 649 and 651

Supported by VAT Invoices without BIR Permit Number Supported by Photocopied VAT Invoices Supported by Documents Other Than VAT Invoice Supported by an Invoice without Pre-printed "TIN-VAT" Supported by VAT Invoices with Pre-printed "TIN" only Supported by Non-VAT Invoices Supported by Invoices with Pre- printed "TAN-VAT" Supported by Invoices with Pre- printed "VAT#" sub-total Input Taxes on Purchases of Services Erroneously Computed Supported by VAT ORs without BIR Permit Number Supported by Documents Other Than VAT OR Supported by an OR with Pre- printed VAT Number only Supported by an OR with Pre- printed TIN only Supported by Non-VAT ORs Supported by ORs issued not in the Name of the Company sub-total Input Taxes Claimed on Purchases of Goods and Services Without Supporting Documents sub-total Input Taxes Claimed on Importations Erroneously Computed Supported Only by Certified True Copies of lnformaiiEDs (by Customs Broker) Supported Only by Certified True Copies of IEDs (by Customs Broker) without the Input Tax amount Supported Only by BOC and/or Bank Ors Supported by Photocopied IEDs 4-2 4-3 4-4 4-5 4-6 4-7 4-8 4-9 5-1 5-2 5-3 5-4 5-5 5-6 5-7 6 7-1 7-2 7-3 7-4 7-5 16,009.35 9,524.24 38,236.69 63,770.28 572.83 376.60 13,424.65 14,374.08 11,797.30 20,167.78 31 ,965.08 18,411.20 18,411 .20 4,495.47 4,495.47 681 .82 681 .82 50,788.00 50,788.00 37,210.50 37,210.50 28,493. 12 67,962.69 165,160.15 261, 615.96 - 44,801 .67 34,713.69 23,436.78 102,952.14 4,460.32 24,209.34 28,669.66 24,172.18 47,438.66 33,456.13 105,066.97 1,353.50 1,353.50 - 1,806.44 1,806.44 4,780.80 3,104.32 147.00 8,032.12 79,568.47 111,272.45 57,039.91 247,880.83 1 ,526,214. 93 246,788.64 1,074,990.78 2,847,994.35 1,526,214.93 246,788.64 1,074,990.78 2,847,994.35 - 345.00 38,335.09 38,680.09 8,722.00 18,996.00 1,582.00 29,300.00 1,716.00 2,254.00 170,529.00 174,499.00 85,572.00 700,785.15 1,662,761 .00 2,449,118.15 23,382.00 23,382.00 6 7

CTA EB Nos. 649 and 65 1

Supported by Certified True Copies of lEOs (by Customs Broker) issued not in the Name of the Company Without Supporting Documents sub-total TOTAL 7-6 7-7 50,518.00 50,518.00 55,191 .00 446,505.00 69,649.00 571 ,345.00 151,546.00 1,257,393.24 1,927,903.00 3,336,842.24 li 1 '785,822.52 li 1 ,683,417.02 li 3,225,093.84 li 6,694,333.38 The claimed input VAT of~ 261 ,615.9624 and~ 247,880.8325 on domestic purchases of goods and services, respectively, should be denied for failure to meet the substantiation requirements under Sections 11 O(A) and 113(A) of the NIRC of 1997, as implemented by Sections 4.104-1,4.104-5,4.108-1 of Revenue Regulations (RR) No. 7-95. As regards the above-computed input VAT in the amount of ~ 2,847,994.3526, Team Sual presented the following documents to rebut the said finding:

Exhibit Suoolier No.

2nd Qtr 3rd Qtr 4th Qtr Total Casipit Trading & Canst TT, ZZ Iii 49,314.86 Iii 49,314.86 TT, AAA 97,732.40 97,732.40 TT,BBB 16,589.10 16,589.10 Victron UPS Phils., Inc. DOD 13,636.36 13,636.36 Meralco lnd'l Eng'g Sev Corp. FFF 27,296.29 27,296.29 Meralco lnd'l Eng'g Sev Corp. HHH 225,696.59 225,696.59 Meralco lnd'l Eng'g Sev Corp. Ill 200,290.95 200,290.95 Meralco lnd'l Eng'g Sev Corp. Ill 128,209.84 128,209.84 Maunsell Phils., Inc. FFFFF Iii 105,320.49 105,320.49 Le Price International Corp. TT, W Iii 144,811 .93 144,811 .93 Servicio Filipino, Inc. TT, XX 50,978.34 50,978.34 Meralco lnd'l Eng'g Sev Corp. EEE, 331 ,597.29 331 ,597.29 GGG Tadchem Marketing CCC 6,321 .00 6,321 .00 Total li 533,708.56 li 105,320.49 li 758,766.39 li 1 ,397 '795.44 The Court En Bane finds the aforesaid documents valid, except for the official receipts marked as Exhibits "BBB" and "DOD" supporting the input taxes

CT A EB Nos. 649 and 65 1 of~ 16,589.10 and ~ 13,636.36. The official receipt marked as Exhibit "BBB" bears the pre-printed TAN and VAT numbers of the supplier instead of the prescribed TIN-VAT number as provided under Section 4.104-5(b) of the RR No. 7-95, in relation to Section 113(A) of the NIRC of 1997. On the other hand, in Exhibit "DOD", the information contained therein is insufficient for this Court to ascertain if the input tax claim of ~ 13,636.36 actually pertains to Team Sual's purchase of services. Consequently, Team Sual's input VAT of goods and services without supporting documents, as found by the ICPA, should be reduced from ~ 2,847,994.35 to ~ 1,480,424.3727. As regards the ~ 3,336,842.24 input VAT claim on importations28, the Court En Bane finds the amount of ~ 2,787,446.2429 valid since the supporting BOC and/or bank statements clearly reflect the VAT amount paid by Team Sual. The rest of the claimed input taxes in the amount of~ 549,396.00 shall be denied for not being properly substantiated. The IEIRDs submitted cannot be given credence and probative value as they were merely stamped as "certified true copy" or "certified photocopy" and the Court En Bane cannot ascertain whether the certifier named therein is actually the custodian of the said documents. Also, some of the IEIRDs do not show any machine validation as to the payment of the customs duties and taxes indicated therein. While Team Sual submitted BOC and bank ORs and bank debit advices, the same were dated outside the period of the claim.

27 Computed as fo llows: P 2,847,994.35 - [P I ,397,795 - (P 15,589.10 + P 13,636.36)]. 28 No. IV of the !CPA's Findings, detailed in Exhibit "Z", Annexes 7-1 to 7-7. 29 Annex A hereof.

) 1.

2.

3.

4.

5.

6 7.

8.

CT A EB Nos. 649 and 65 I

Likewise, in her Reports dated June 3, 200430 and July 12, 200431 , the ICPA made the following additional observations on Team Sual's claimed input taxes:

Findinqs Annex 2nd Qtr 3rd Qtr 4th Qtr Total Input Taxes Claimed on Local Purchases of Goods Supported by VAT Invoices Issued in the Company's Former Name 8 Iii 2,301 ,551 .03 Iii 5,367,192.88 Iii 915,006.22 Iii 8,583,750.13 Input Taxes Claimed on Local Purchases of Services Supported by VAT ORs Issued in the Company's Former Name 9 2,100,680.00 1 ,089,900.60 264,679.65 3,455,260.25 Input Taxes Claimed on Local Purchases of Goods Supported by Undated VAT Invoices 10 3,502.14 3,650.00 7,152.14 Input Taxes Claimed on Local Purchases of Services Supported by Undated VAT ORs 11 1,035.46 5,066.80 6,102.26 Input Taxes Claimed on Local Purchases of Goods which are Supported by VAT Invoices with Different TIN as compared with the TIN indicated in the Schedule of VAT Input Tax 12 214,059.48 134,970.70 228,311 .70 577,341 .88 Input Taxes Claimed on Local Purchases of Services which are Supported by ORs with Different TIN as compared with the TIN indicated in the Schedule of VAT Input Tax 13 3,320.00 4,993.10 8,313.10 Input Taxes Claimed on Local Purchases of Goods Supported by Certified True Copies of VAT Invoices 14 9.10 2,186.70 2,195.80 Input Taxes Claimed on Local Purchases of Services Supported by VAT ORs with Different Supplier's Name as Compared with the Name Indicated in the Schedule of VAT-Input Taxes 15 246.08 28,728.00 768.00 29,742.08 30 Exhibit "Z", pages 7 and 8. 31 Exhibit " RR", pages 2 and 3.

9.

10.

11.

12.

13.

14.

15.

CT A EB Nos. 649 and 65 1

Input Taxes Claimed on Local Purchases of Goods which are Supported by VAT Invoices Dated Outside the Period of Claim Input Taxes Claimed on Local Purchases of Services which are Supported by ORs Dated Outside the Period of Claim Purchase from a Non- Resident Corporation which are Supported by BIR Form 1600 and ORs Dated Outside the Period of Claim Input Taxes Claimed on Importation of Goods Supported by Certified True Copies of lEOs (by the Bureau of Customs and/or Customs Broker) and/or Bank Debit Advice and/or Bank ORs Issued in the Name of Southern Energy Pangasinan Inc., former Name of the Company Input Taxes Claimed on Importation of Goods Supported by Certified True Copies of lEOs (by Customs Broker) and Bureau of Customs ORs and Bank Debit Advice Issued in the Name of Southern Energy Pangasinan Inc., former Name of the Company Input Taxes Claimed on Importation of Goods Supported by Certified True Copies of lEOs (by the Bureau of Customs) and Bank ORs and Debit Memos Issued in the Name of Southern Energy Pangasinan Inc., former Name of the Company Input Taxes Claimed on Importation of Goods Supported by Certified True Copies of lEOs (by the Customs Broker) and Bank ORs and Debit Memos Issued in the Name of Southern Energy Pangasinan Inc., former Name of the Company 16 186,185.43 19,229.58 242,727.28 448,142.29 17 8,545.46 15,600.00 24,145.46 18 103,249.75 103,249.75 19A 2,818,476.00 7,681 ,635.00 573,145.00 11 ,073,256.00 198 151 ,350.00 4,711 .00 156,061 .00 19C 85,614.00 1 ,504, 1 03.00 638,420.00 2,228,137.00 19D 9,130.00 18,325.00 27,455.00 16.

17.

18.

19.

20.

CT A EB Nos. 649 and 65 1

Input Taxes Claimed on Importation of Goods Supported by Certified True Copies of lEOs (by the Bureau of Customs) 21A 644,799.00 1,905,261 .00 1 '155,268.00 3,705,328.00 Input Taxes Claimed on Importation of Goods Supported by Certified True Copies of lEOs (by theCustoms Broker) 218 43,008.00 7,095.00 50,103.00 Input Taxes Claimed on Importation of Goods Supported by Certified True Copies of lEOs (by the Bureau of Customs) and BOC ORs and Bank Debit Memos 22A 1,197,215.00 285,020.00 1 ,482,235.00 Input Taxes Claimed on Importation of Goods Supported by Certified True Copies of lEOs (by the Customs Broker) and BOC ORs and Bank Debit Memos 228 378.00 378.00 Input Taxes Claimed on Importation of Goods Supported by Certified True Copies of lEOs (by the Bureau of Customs) and Bank ORs and Bank Debit Memos 22C 11 ,368.00 120,168.00 131 ,536.00 Total Iii 8,574,127.18 Iii 19,075,532.26 Iii 4,450,224. 70 Iii 32,099,884.1 4 The claimed input VAT of 12 8,583,750.1332 on local purchases of goods and input taxes of 12 3,455,260.2533 on local purchases of services, respectively, may be allowed though the supporting invoices and official receipts covering the said amounts were issued under Team Sual's former name, Southern Energy Pangasinan, Inc. On this score, Team Sual's argument that the change of its name does not affect its identity nor its property, rights, or liabilities, is meritorious.

The claimed input taxes of 12 7,152.1434 and 12 6,102.2635 pertaining to local purchases of goods and services which are supported by undated invoices and official receipts, respectively, should be denied pursuant to Section 4.1 08-

CTA EB Nos. 649 and 65 1

1(2) of RR 7-95 in relation to Sections 113(A) and 237 of the NIRC of 1997, which requires that the date of the transactions must be indicated in the invoices/receipts.

The input VAT in the amounts of 12 577,341.8836 and 12 8,313.1037 which are supported by invoices or official receipts with different TIN as compared with the TIN indicated in the "Schedule of VAT-Input Tax" as well as the input taxes of 12 29,742.0838 supported by official receipts with different suppliers' name as compared with the name indicated in the "Schedule of VAT-Input Tax" still represent Team Sual's valid claims notwithstanding such discrepancies, because the main evidence to be considered and scrutinized are the said invoices or official receipts.

There being no discrepancy in the contents of the latter documents, the same should prevail. The claimed input taxes of 12 2,195.8039 on local purchases of goods supported by certified true copies of VAT invoices should be denied because it cannot be ascertained whether the certifiers named therein are actually the custodians of the said documents. The input taxes in the amounts of 12 448,142.2940 and 12 24,145.4641 pertaining to Team Sual's local purchases of goods and services which are respectively supported by invoices or official receipts dated outside the period of claim, as well as the input taxes of 12 103,249.7542 on Team Sual's purchases from non-residents which are supported by BIR Forms numbered 1600 and ORs

CTA EB Nos. 649 and 65 1 dated outside the period of claim should be disallowed. In this connection, Section 11 O(A) of the NIRC of 1997 is clear that the input tax shall be allowed as tax credit to the purchaser only upon consummation of sale or upon payment of the compensation, as the case may be. Accordingly, it is imperative for Team Sual to declare the input value added taxes on domestic purchases of goods and services at the end of the corresponding taxable quarter where purchases of goods were consummated, as evidenced by VAT invoices, and where purchases of services were paid, as evidenced by VAT official receipts. It must be noted that the claimed input taxes of ~ 448,142.29 and ~ 24,145.46 pertain to the second, third and fourth quarters of 2001 . Thus, the input VAT on purchases of goods which are supported by VAT invoices and the input taxes on purchases of services which are supported by VAT ORs bearing dates outside the said taxable quarters cannot be considered as valid supports for Team Sual's claimed tax credits in the said amounts. As to the claimed input taxes on importations under nos. 12 to 20 of the I CPA's findings totaling ~ 18,854,489.0043, the Court En Bane finds that the input taxes in the amount of~ 16,359,437.0044 represents Team Sual's valid claim as this is duly supported by BOC or bank official receipts and/or bank debit advices issued in the name of Team Sual and within the period of claim. The remaining amount of~ 2,495,052.00 shall be denied for not being properly substantiated. To recapitulate, out of the ~ 128,735,358.54 excess input VAT claim for the second, third and fourth quarters of 2001 , only the amount of ~ 123,110,001 .68 is duly substantiated, computed as follows: 43 Exhibit " RR", pages 2 to 4; Annexes 19A to 22C. 44 Annex 8 hereof.

CT A EB Nos. 649 and 65 1

Amount of Input VAT claim for 2001 Less: Prescribed Claim- 1st Qtr Unprescribed Claim- 2nd, 3rd & 4th Qtrs Less:

Not Properly Substantiated Claim- 2nd, 3rd & 4th Qtrs Annexes 4-1 to 4-9, Exhibit "Z" li 261 ,615.96 Annexes 5-1 to 5-7, Exhibit "Z" 247,880.83 Annex 6, Exhibit "Z" li 2,847,994.35 Less: Valid additional docs presented 1,367,569.98 1,480,424.37 Annex 7-1 to 7-7, Exhibit "Z" 3,336,842.24 Less: Valid claim as per this Court's verification (Annex A hereof) 2,787,446.24 549,396.00 Annex 10, Exhibit "Z" 7,152.14 Annex 11 , Exhibit "Z" 6,102.26 Annex 14, Exhibit "Z" 2,195.80 Annex 16, Exhibit "Z" 448,142.29 Annex 17, Exhibit "Z" 24,145.46 Annex 18, Exhibit "Z" 103,249.75 Annex 19A, Exhibit "RR" 11,073,256.00 Annex 198, Exhibit "RR" 156,061.00 Annex 19C, Exhibit "RR" 2,228,137.00 Annex 190, Exhibit "RR" 27,455.00 Annex 21A, Exhibit "RR" 3,705,328.00 Annex 21 8, Exhibit "RR" 50,103.00 Annex 22A, Exhibit "RR" 1,482,235.00 Annex 228, Exhibit "RR" 378.00 Annex 22C, Exhibit "RR" 131,536.00 Total input tax on importations 18,854,489.00 Less: Valid claim as per this Court's verification (Annex B hereof) 16,359,437.00 2,495,052.00 Total Disallowed Input VAT- 2nd, 3rd, 4th Qtrs Substantiated Claim - 2nd, 3rd and 4th Qtrs of 2001 li 166,720,367.79 37,985,009.25 li 128,735,358.54 5,625,356.86 Jil 123,110,001.68

WHEREFORE, all the foregoing considered, the Commissioner's Petition for Review in CTA E8 No. 651 is hereby DENIED.

CT A EB Nos. 649 and 65 1

On the other hand, Team Sual's Petition for Review in CTA EB No. 649 is hereby PARTIALLY GRANTED, but only insofar as the consideration of the portion of the refund claim disallowed by the court a quo upon the reason that the supporting documents were in Team Sual's former names. The Decision promulgated on June 9, 2009 and Amended Decision dated June 7, 2010 by the Court in Division, are therefore MODIFIED. Accordingly, the Commissioner is hereby ORDERED to REFUND to Team Sual the amount of, or to ISSUE A TAX CREDIT CERTIFICATE in its favor amounting to, ONE HUNDRED TWENTY THREE MILLION ONE HUNDRED TEN THOUSAND ONE PESOS and SIXTY EIGHT CENTAVOS (til 123,110,001.68), representing Team Sual's unutilized input VAT attributable to its effectively zero-rated sales to NPC for the second, third and fourth quarters of taxable year 2001 .

WE CONCUR:

~ ~. o~ \ ER~UY Associate Justice (Concurs with the Concurring and Dissenting Opinion of Associate Justice Amelia R. Cotangco-Manal stas) ERNESTO D. ACOSTA Presiding Justice ~C.~.Q .

JUANITO C. CASTANEDA,t(fR. Associate Justice CAESA~ANOVA Associate Justice f'la,..lo~~urring Opinion) AUTISTA

OLGA PALANC~UEZ

Associate Justice

CT A EB Nos. 649 and 651

~o~. ~~o-fRlfltA Associate Justice Associate Justice (~g~/:!;;n~) AMELIA R. COT ANGCO-MANALASTAS Associate Justice CERTIFICATION Pursuant to Section 13, Article VIII of the Constitution, it is hereby certified that the conclusions in the above decision were reached in consultation before the case was assigned to the writer of the opinion of the Court En Bane. L\£). G~ ERNESTO D. ACOSTA Presiding Justice Annex A EB 649 651 - Team Sua/ Corp. vs. CIR Page 1 of 3 Payee Exhibit No.

2nd Qtr 3rd Qtr 4th Qtr Total ANNEX 7-1, EXHIBIT Z 1~B~u_re_a_u_o~f~C~u_ st_o_ In _______ ~--~H~H~ -2~8~67 4 ~to~H~H~-2~8~6~6---+---------r----4~, 3~0~6~.6~9 ~-- Bureau of Custom ___ HH-2869 to HH-2871 4,140.8 1 --:--- --- 4,306.:__69 4,140.8 1 Bureau of Custom HH-2921 to HH-2923 29,887.59 29,887.59 Sub-Total - 38,335.09 - 38,335.09 ANN_EX 7-2, EXHIBIT Z Bureau of Custom HH-24 16 to HH-24 18 2,000.00 ___ -- ----- - t------::--::-:-::-~-::--c-----c:-::-:-:---::-:-::-::----+------------+-- ------=-'---:-~:-::-! -+- Bureau of Custom HH-2421 to HH-2423 3,614.00 -- -- --- -+--------=-=-=-~-:-::-::,--------"---+---------+----":--'-::--=-:--=-=--+-- - Bureau of Custom HH-2498 I ,801.00 ----------t--- -1--·- . --- --"-.,-----,-+--- Bureau ofCustom HH-2503 1,49 1.00 Bureau of Custom ----~--------~~~----~--------- ....

HH-2849 I ,930.00 Bureau of Custom Bureau of Custom Bureau of Custom Bureau of Custom Sub-Total 11-3609 HH-2682 to HH-2684 HH-27 14 to HH-27 19 HH-2726 to HH-2728 ANNEX 7-3, EXHIBIT Z -- ------ -1--------------------+-------~ Bureau of Custom HH-2478 to HH-2480 ----------+-------------------~ Bureau of Custom HH-2722 to HH-2724 ----- Bureau of Custom --

HH---24- 26---

--t--- -- Bureau of Custom HH-2784 ---------+--------------------~--------4- Bureau of Custom 11-2925 2,382.00 3,549.00 2,229.00 18,996.00 ---- 179.00 1,195.00 807.00 73.00 -----r-------------=----------t--------~----- Bureau of Custom 11-2945 -- B-u-re-au o-f-C-usto_m ________ ~--------::-:- ll~ -2c-::8-=- 87 3 ------~---------+------ ---- Bureau ofCustom 11-3106 -- - -:--- 1,582.00 1,582.00 --- I --- ---, -- -- 12,145.00 173.00 151 ,778.00 ----------+---------=~~~~~-----+---------r----------t------~~~ Bureau ofCustom II-31 11 , 11-3 112 522.00 2,734.00 Sub-Total - 2,254.00 167,352.00 I ANNEX 7-4, EXHIBIT Z -- - -- 2,000.00 3,614.00 1,801.00 1,491.00 1,930.00 1,582.00 2,382.00 3,549.00 2,229.00 20,578.00 179.00 1,195.00 -- 807.00 12,2 18.00 173.00 - -- 151 ,778.00 522.00 2,734.00 169,606.00 ---- Bureau of~C :::-L:__::

Is-'-' to~m ________ +----=-=::--::-::-::-c:-'G~G==-=--=--=-=-=----I---'-'4-=-4"-= ,8...:,.7-==- 5 ·-=-0~0+----------+------------l----.--:.44 ,87 5. OQ_ Bureau of Custom GG-2366 to GG-2370 2,185.00 2,185.00 Bureau of Custom GG-240 I to GG-2404 12,2 16.00 12,2 16.00 Bureau of Custom GG 12,954.00 12,954.00 Bu_re_au of ~u s tom GG-2439 to GG-2442 12,720.00 12,720.00 Bureau of Custom GG-2550 to GG-2552 622.00 622.00 - Bureau o_f_C_usto_m

________ -+-___ H_H_-_2_2_93 __

to_H __

H_-2_2 __

95 ---+--- I 0,066.00 _ I 0,066.00 Bureau of Custom HH-2297 to HH-2299 18,853.00 18,853.00 ----- --1,-------,--,--,----------,-,------+------ ---+------'---,-----+----- -- - Bureau o_f _Custo_m ____ ----=H-=-H,-,-2-:3c-::0-=-1..,.t-=o-=-H:-:cH-:-c-::2-=-30-=-3 __ ~----- ___ 2 -:cc2~,7 .,..6=-=3_.0:-:0 _ _ _ 22,761.:00 Bureau ofCustom HH-2384, HH-2386 20,133.00 20,133.00 HH-2403, HH-2405 ___ , - - ----176.00 - - j 176.00 Bureau of Custom Bureau of Custom Bureau of Custom Bureau of Custom Bureau of Custom Bureau of Custom Bureau of Custom Bureau of Custom Bureau of Custom ---- HH-2407 to HH-2409 - - 51.00- - -- 51.00 ---+--:H :-:-:-::H-=-2-:4-:1-1 -to-:H :-:-c---H-=-2-:4-1.,-3 --+-----+---8-::-3-5-.0,..,.0 ~- --- --1-- -83- 5-.00 ---t----'---:-HH-2430 22,736.15 - 22,736.15 HH-2950 2,165.00 2,165.00 HH-2963 96.00 96.00 HH-2465 to HH-2467 50.00 50.00 HH-2468 60.00 60.00 HH-2470 to HH-2472 11,990.00 11 ,990.00 B- L-,r-ea-u o- f-C-ust-om-- ---- +----H-H---24_7_4_t_o_H_H ___ 2_4 7-6.,---~---------+-----'-l- l - 4 .- 0- 0 ~---------r- -- IT4.oo- -BL-,r-eau ofCustom - HH-2647 to HH-2649 ---1-=-oo.,-.-=-oo-----------r---- 100.00- - -- --------+-------=:-:-:-:-'-=-=:::-'::-'---'---'----+- ---- --- --+----:-::--::--::--:-:--::-7+------------t- -- Bureau of Custom HH-2788 151 ,2 14.00 ____!2_1 ,21 '!:_00 --- ------+----------------------1---------- B u_r_ea_u of Custom ____

__L_ ___ H_H_-_29 __

1 l_t_o_H_H_-_2_9_13 ____ L__ ______ ___l ___ 4_2_1_,_, 1_9_6_.00 _ ~-- _ ______1._ ~l, 196.00 Payee Exhibit No.

2nd Qtr Bureau of Custom HH-2790, HH-279 I Bureau of Custom 11-2485 - -- -- Bureau of Custom

11-25 I 9

Bureau of Custom ll-2528 - Bureau of Custom

11-259 I

-- - --- Bureau of Custom Il-2593 -- Bureau of Custom II-2678 -- Bureau of Custom II Bureau of Custom II-2569 Bureau of Custom II-2570 Bureau of Custom

II-257 1

Bureau of Custom II-2643 Bureau of Custom II-2644 Bureau of Custom II-2679 ---- -- -- Bureau of Custom II-2680 Bureau of Custom II-2687 -- Bureau of Custom II-2690 Bureau of Custom Il-2754 -- Bureau of Custom II-2772 -- Bureau of Custom II-2803 Bureau of Custom

II-28 12

- Bureau of Custom II-2808 ---- 1--- Bureau of Custom Ii-286 I - -- Bureau of Custom II-2886 --- Bureau of Custom II-2894 Bureau of Custom II-2897 Bureau of Custom 11-2982 Bureau of Custom II-2984 Bureau of Custom II-2985 Bureau of Custom 11-3065 Bureau of Custom 11-3 I 02, 11-3 I 03 -- Bureau of Custom

II-3 123

Sub-Total 85,572.00 ANN EX 7-5, EXHIBIT Z --- Bureau of Custom

II-25 I 5

Bureau of Custom

II-25 I 7

- -- Bureau of Custom 11-2549 Sub-Total - ANN EX 7-6, EXHIBIT Z -- Bureau of Custom HH-2442 to HH-2443 Bureau of Custom HH-2446 to HH-2447 Sub-Total ANNEX 7-7, EXHIBIT Z HH-2435, HH-2438, HH-2439, Bureau of Custom HH-2440, HH-2444 Bureau of Custom HH-2335 to HH-2336 Bureau of Custom HH-2335 to HH-2336 - Bureau of Custom HH -------- Bureau of Custom HH-2746 -- -- Bureau of Custom HH - - - - - - - I -- I I Annex A EB 649 651 - Team Sua/ Corp. vs. CIR Page 2 of 3 3rd Qtr 4th Qtr Total 2,47 I .00 __ 2,471.00 3,119.00 3,1 _!2.Q9 -- 4,934.00 -- 4,934.00 79,066.00 79,066.00 622.00 622.00 774.00 774.00 33, 128.00 33,128.00 3,92 I .00 3,92 I .00 58.00 58.00 7 1.00 71 .00 85.00 85.00 - 97,063.00 97,063.00 9,164.00 9, I 64.00 33,223 .00 __1},223.00 74,4 I I .00 _ 74,i!J.OO 134, 11 3.00 _ I 34, IJlOO_ I 82,492.00 I 82,492.00 1 23,025.~~ I 23,025.00 r- -- 236.00 236.00 ----- 3,005.00 3,005.00 --- 3,778.00 3,778.00 -- 39,253.00 39,253.00 55,842.00 55,842.QO I 24,598.00 I 124,598.00 65, 139.00 65,139.00_ 204, 104.00 204,104.00 77,248.00 77,248.00 6,720.00 6,720.00 53 .00 53.00 7,068.00 7,068.00 6,768.00 6,768.00 6,078.00 6,078.00 685,069.15 1,379,159.00 2,149,800.15 I I - 6,080.00 6,08_2_:00 4,524.00 __ 4,524.00 12,778.00 12,778.00 - I 23,382.00 23,382.00 I -- 5,584.00 5,584.00 44,934.00 44,934.00 50,518.00 - 50,518.00 I I -- ----+ - - 12.00 12.00 - --t--- -- 36,369.00 ~369.00 242,335.00 242,335.00 44,784.00 44,784.00 4,783.00 4,783 .00 25.00 25.00 Payee Exhibit No.

2nd Qtr Bureau of Custom HH-25 16 to HH-25 18 Sub-Total - Grand Total Annex A EB 649 651 - Team Sua/ Corp. vs. CIR Page 3 of 3 3rd Qtr 4th Qtr I Total 6,9 19.00 I 6,9 19.00 335,227.00 - I 335,227.00 I I 2, 787,446.24 t' ayee t.xnmn r~ o .

..:no \,ltr Annex B EB 649 and 651 - Team Sua/ Corp. vs. C/R Page 1 of 5 Jru \ltr 'HII \,ltr

I 0(3 1

ANNEX 19A, EXHIBIT RR •=-----~~------------4--=~~~-=~~~4---~~~~-~----------------------4-----~~ :~ Bureau of Custom GG-2276 to GG-2280 319,983.00 319,983.00 1------- Bureau of Custom Bureau ofCustom 13l:lfeau of Custom Bureau of Custom Bureau of Custom Bureau of Custom --- - Bureau of Custom Bureau of Custom Bureau of Custom -Bureau of Custom -- Bureau of Custom Bureau of Custom GG-2281 to GG-2285 18,255.00 18,255.00 GG-2286 to GG-2290 180,446.00 180,446.00 GG-2291 to GG-2295 31,264.00 31 ,264.00 GG-2296 to GG-2300 34,234.00 34,234.00 GG-2307 to GG-2311 14,278.00 14,278.00 GG-2312 to GG-2316 7,404.00 7,404.00 '- GG-2317 to --=Gc-::G:-2=3=2:-:-I---+--------=-7,'--::4--=-50=-.-=--oo::---i -- -- - - - - - 7-,4-50-.00 -----+---=-=-::=:;o----:=;--:;:;-;~:-;--t-------::-'-::-:--::---:::-:c-t-- ---·- ------ - --- GG-2322 to GG-2326 9,0 I 0.00 9,0 I 0.00 --- GG-2327 to GG-233 I 29,931.00 29,931.00 GG-2332 to GG-2336 70,455.00 70,455.00 GG-2337 to GG-234 1 147,532.00 147,532.00 GG-2342 to GG-2346 171 ,588.00 171 ,588.00 Bureau of Custom Bureau of Custom GG-236 1 to GG-2365 155.00 155.00 ~~~~----------~--~~~--~~~~----~~~~~----------~----------t-----=--- GG-2410 to GG-2414 691,937.00 691,937.00 -Bureau of Custom GG-2415 to GG-2419 149,808.00 149,808.00 -Bureau of Custom Bureau of Custom GG-2420 to GG-2424 67,494.00 67,494.00 --------+~~~=-=-~~~~-+----~~~+-----------+-----------t-- Bureau of Custom GG-2425 to GG-2429 78,931.00 78,931.00 -------------t~~~~--==~~--t----~~~--=- r----------~-----------r- ---- -- GG-2448 to GG-2452 16,334.00 16,334.00 Bureau of Custom -~--------------+-~~~:--~~~=-+-----~~~+- GG-2453 to GG-2457 16,769.00 16,769.00 -- Bureau of Custom - Bureau of Custom ------===============:=:G:G:-2:4:5:8=to=:G:G:-2:4:6:2~-+----_-_-_2=--=-5::-'-,:;

I -=--

3=-=5:.-:-:::

o:-::O~i--~--~--~---_-_-_-_:_-_-_-~---_-_-_~_---t---------=25, 135.00 GG-2463 to GG-2467 8,233.00 8,233.00 Bureau of Custom GG-2468 to GG-2472 5,405.00 5,405.00 Bureau of Custo_m __________ --+--G=-=G-:-2::-4=7=3-to---=Gc-::G:-2=--4-:-:7=7--t-------=--'-3=--=9,...:,7-. .,0~0--+-------------+----------4---------'-:3 97.00 ---- Bureau of Custom - GG-2478 to GG-2482 425.00 ----------+--------:o:----425.00 Bureau of Custom -- -+----=G"""'G=---=-24--,.-8=-c3:-t-o-:G=--G=---=2....,.4=87=--+-------=--9,-4-18cc-.-=--oo-+---- 9,418.00 Bureau of Custom -----------t-----:G=--G=--=2--:-4.,-88=--to- G=G =---=-2:--:4:-;:::9=2 ---t-------'--3 2. 00 - - ---------1-----------------+------ 3 2. 00 BureaUOfCustom-- GG-2503 to G=G:--:-2=5= o:;;;7----t--~3:-:0:--:4---: , 9:-=7-=-9--::

.oc::-o4------------t-------- - - 304,979.00 ------------t-----:=--:::---=--===----==~~---+-----~~~~----------~-------------t-- --- - Bureau of Custom GG-2508 to GG-2512 40 I, 194.00 40 I, 194.00 Bureau of C~ us-to_m __________ -t------------------t-------'------------+----4:-::0-=-3--:, 1---:-1-=-7 .--=o-:::-0-+------------t----- - 4-03 ~I I 7. 00 Bureau of Custom Bureau of Custom Bureau of Custom 75,397.00 75,397.00 81,3 19.00 81,319.00 204,650.00 204,650.00 Bureau ofCustom 242,692.00 242,692.00 Bureau OfCUstom----·-------+-----------------t----------------+------::8--::6-'-::,3--=8-=-5 --::. 070-+-----------+-------:::-86,3 85.00 Bureau ofCustom -·--------- ----+-----------+--------,~~~~--------------+-----.,--:- 109,798.00 109,798.00 Bureau of Custom-- 240,439.00 240,439.00 ----------+--------------------+-------·- - - - ~:--::-::-:-;::-;:-j------- ----+--- - Bureau ofCustom Bureau of Custom Bureau ofCustom 24,235.00 24,235.00 ------------+--------+-----:-:-78:-'-,9:--:7:--:6----:.o--=-o--+ -------t----78,976.00 ··-·------+----------------+---------:-::-'-=-::-:--::-::-+--------- I------'- 43,791.00 43,791.00 Bureau ofCustoi_n _______ -----+---------------------+--- --·- - · 9 , 7~6~5~ .0~0--+------------f----------'-- 9 ,765.00 Bureau of CustOm---- ----f-------------------t------------i-------' 93.00 93.00 - -----+-----·-----------t------- --·+-----=--=--=-=-=--=-=-=--+-----------j-- Bureau ofCustom 907,504.00 907,504.00 Bureau of Custom -- -----+-------:2::--6;-:;9:-'-;, 7:-;8;-:::2_:_; . 0~0+------------+------::2~6'9 ;::.:.;;, 782.00 Bureau of Custom------------+----------- 73,750.00 73,750.00 Bureau of Custo_m __________ 4-----------------4-----------4----3::-4:--:6o'--, :--: 1 8:-=7:--:

. 0::-:0-t------------+---------:3~4--::6--'-: , 1--::8=7--::.o-=-o-1 - ----- Bureau of Custom 439,252.00 439,252.00 Bureau of Custom 37,804.00 37,804.00 Bureau of Custom 35,081.00 35,081.00 Bureau of Custom 20,979.00 20,979.00 Bureau of Custom 44,565.00 44,565.00 Bureau~to_m _________ --+-------------------+-------------+------=-- 1 1~,3~2~9,..--.0~0----+------------+------I=-=I--'-,3:-:2--=9-: .0:-::0-I Bureau of Custom--- 45,3 16.00 ____ 4_5_,31i-0.2._ ---- - --+---------------t------------t------=-'--;:-::-;::-;::-;:---t------------------' Bureau of Custom 529.00 529.00 --- - ------------+-----------------+----- ·- -- Bureau ofCustom 4,137.00 Bureau of Cus-to_m __________ --+------------------1------- 4, 145.00 - -- - - _______ ..L__ ________________ ..L__ ________ __ 4,137.00 - 4 , 145 .~ t·ayee r..xmon t"'IO.

..:;nu \ltr Bureau of Custom ~- Bureau of Custom ---- -- Bureau of Custom -- Bureau of Custom ----- Bureau of Custom - HH-2433 to HH-2435, Bureau of Custom HH-2440 Bureau of Custom HH-2521 to HH-2523 Bureau of Custom HH-2526, HH-2527 Bureau of Custom HH-260 I to HH-2603 Bureau of Custom HH-2657 to HH-2659 ~ HH-2667 to HH-2669, Bureau of Custom HH-2674, HH-2679 ---- HH-2669, HH-2672, HH- Bureau of Custom 2674, HH-2679, HH-2689 -------- Bureau of Custom HH-2677 to HH-2679 ------- ------· Bureau of Custom HH-2687 to HH-2689 Bureau of Custom HH-2739 to HH-2741 Bureau ofCustom HH-2759 to HH-2761 Bureau of Custom HH-2764 to HH-2766 ---- Bureau of Custom HH-2769 to HH-2771 ---~ Bureau ofCustom HH-2774 to HH-2776 -- Bureau ofCustom HH-2806 to HH-2808 Bureau ofCustom HH-2821 to HH-2823 -Bureau ofCustom HH-2875 to HH-2876 Bureau ofCustom HH-2880 Bureau ofCustom HH-2898 to HH-2900 Bureau of Custom HH-2908 to HH-291 0 Bureau ofCustom HH-2926 to HH-2928 Bureau of Custom HH-2975 to HH-2977 Bureau ofCustom - - Bureau of Custom - - Bureau ofCustom Bureau of Custom - - ----- Bureau ofCustom - Bureau of Custom Bureau of Custom Bureau of Custom Bureau of Custom - - - Bureau of Custom Bureau of Custom - -- Bureau ofCustom - - - Bureau of Custom - Bureau of Custom -- Bureau of Custom Bureau of Custom Bureau ofCustom Bureau of Custom Bureau of Custom Bureau of Custom - Bureau of Custom - Bureau of Custom Bureau of Custom - Bureau ofCustom Bureau ofCustom - - Bureau of Custom - -- - Bureau of Custom ---~------- Bureau of Custom Bureau of Custom ~ Annex B EB 649 and 651 - Team Sua/ Corp. vs. CIR Page 2 of 5 .JfU \,llf 'Hn \ltr I Ot31 93.00 93 .00 -- 5,442.00 5,442.00 12.00 12.00 1- ---- ·---- --~ - 7,213 .00 7,213 .00 -~ 107.00 107.00 -- 1--- -- 2,358.00 2,358.00 147,633.00 147,633 .00 545,204.00 545,204.00 32,827.00 32,827.00 28.00 28.00 3,475.00 ],475.00 -~ 10,489.00 I _ _!9,489.00 f--- 980.00 980.00 804.00 804.00 1,080.00 I ,080.00 420,146.00 420,146.00 618,635.00 618,635.00 76,776.00 76,776.00 8,633.00 8,633.00 - 1-- - 131.00 13 1.00 2,001.00 ==t __ __1,QQJ_.OO 257,456.00 I 257,456.00 311 ,829.00 311 ,829.QQ__ - 74,487.00 74,487.00 574,549.00 574,549.00 33,843.00 33,843.00 704,387.00 704,387.00 306.00 306.00 4,435.00 4,435.00 13,190.00 13,190.QQ_ 162.00 162.00 184.00 1---- 184.00 ---------- -- 967.00 967.00 -----I- --- I ,724.00 I ,724.00 2,635.00 2,635.00 --- 3,177.00 3,177.00 --~- I ,234.00 1,234.00 --------- 2,0 11 .00 2,011 .00 3,195.00 3,195.00 5,376.00 5,376.00 6,014.00 6,0 14.Q()_ - 5,381.00 5,381.00 3,214.00 3,214.00 I ,507.00 I ,507.00 2,352.00 2,352.00 9.00 9.00 1,140.00 1,140.00 6,957.00 6,957.QQ__ 12,984.00 12,984.00 3,082.00 3,082.00 4,481.00 4,481 .00 2,546.00 2,546.00 3,266.00 3,266.00 6,413.00 6,413.00 4,072.00 - 4,072.00 9,961.00 9,961 .00 -- r ayee r.xnmn l"'O.

.:no l.,llr Bureau of Custom 11-2469 to 11-2471 Bureau of Custom 11-2605 Bureau ofCustom Il-2617 to 11-26 19 Bureau of Custom 11-2699 to 11-2701 Bureau ofCustom ll-2709 to 11-2711 Bureau ofCustom ll-2719 to ll-2721 Bureau of Custom 11-29 16 to 11-2918 Bureau of Custom 11-2988 to 11-2990 - Bureau of Custom 11-2993 to 11-2995 - Bureau of Custom li-3088 to 11-3090 -- Bureau of Custom 11-3115 Bureau of Custom 11-3120 Sub-total 2,818,476.oo 1 ANNEX 198, EXHIBIT RR Bureau ofCustom 151 ,350.00 -- Bureau ofCustom -Bureau ofCustom Sub-total 151,35o.oo 1 ------ -I- ANNEX 19 C, EXHIBIT RR Bureau of Custom GG-2396 to GG-2400 4,929.00 Bureau of Custom GG-2430 to GG-2434 19,129.00 Bureau ofCustom GG-2493 to GG-2497 13,570.00 Bureau of Custom GG-2498 to GG-2502 1,03 1.00 Bureau ofCustom GG-2513 to GG-25 17 31,192.00 Bureau ofCustom GG-25 18 to GG-2522 11 ,7 12.00 ----- Bureau ofCustom GG-2523 to GG-2527 4,051.00 - --- Bureau ofCustom - -- r----- - 1- Bureau of Custom --l --- -- Bureau of Custom Bureau of Custom 1-- -- Bureau of Custom Bureau of Custom Bureau of Custom HH-2331 , HH-2332 - Bureau of Custom HH-2340, HH-2342 - - Bureau of Custom HH-2365, HH-2367 - - -- -I- Bureau of Custom HH-2389, HH-239 1 -- -- - . ----- Bureau of Custom HH-2394, HH-2396 Bureau of Custom HH-2451, HH-2452 Bureau of Custom HH-2483 to HH-2485 -- Bureau of Custom HH-2507 to HH-2509 Bureau ofCustom HH-2563, HH-2564 Bureau of Custom HH-2588 to HH-2590 Bureau ofCustom HH-2592, HH-2593 Bureau ofCustom HH-2596 to HH-2598 -- Bureau ofCustom HH-2606 to HH-2608 -- Bureau ofCustom HH-2611 to HH-26 13 - Bureau of Custom HH-2616 to HH-2618 - - Bureau of Custom HH-2621 to HH-2623 Bureau of Custom HH-2630 to HH-2632 Bureau ofCustom HH-2635 to HH-2637 Bureau ofCustom HH-2639 to HH-264 1 Bureau of Custom HH-2643to HH-2645 --····-1- - -- Bureau of Custom HH-2652 to HH-2654 HH-2712 to HH-2714, Bureau of Custom HH-2719 Bureau of Custom HH-2743 to HH-2745 -----1- Bureau of Custom HH-2931 to HH-2932 - Bureau of Custom HH-2935 to HH-2937 Annex B EB 649 and 651 - Team Sua/ Corp. vs. CIR Page 3 of 5 _,ro IJlr 'Hn IJlr I I Ota l 643.00 643.00 I ,648.00 1,648.00 -- 1,960.00 1,960.00 18,922.00 18,922.00 10,444.00 10,444.00 43,729.00 43,729.00 343,095.00 343,095.00 168.00 168.00 ---- 292.00 292.00 -- -- 38,095.00 ___1!, 09~ 00 2,087.00 2,087.00 87.00 87.00 7,681,635.00 573,145.00 11,073,256.00 - - 151,350.00 116.00 116.00 4,595.00 4,595.00 - 4,711.00 156,061.00 -- -- -- - -- _ 4,929.00 19,129.00 13,570.00 1,031 .00 3 1,192.00 11,712.00 4,051 .00 6,504.00 6,504.00 - -- 2,967.00 2,967.00 ·- - 18,047.00 18,047.00 - -r 3,935.00 3!935.00 24, 11 9.00 ~ . 119 .00 56,879.00 56,879.00 120,633.00 120,633.00 243,108.00 243,108.00 22,449.00 22,449.00 16,082.00 16,082.00 63,174.00 ~ 1 74 . 00 65,231.00 65,23 .!..:29 --- - -- 36,617.00 36,617.00 6,500.00 I 6,500.00 53,315.00 53,3 15.00 22,587.00 22,587.00 43,823.00 43,823.00 83,300.00 83,300.00 72,739.00 72,739.00 25,284.00 25,284.00 14,40 1.00 14,401.00 ·-· 106,871 .00 106,871 .00 45,926.00 ~26 . 00 -- - 33,752.00 33,752.00 22,718.00 22,718.00 44,862.00 __!4,862.00 18,570.00 r--- ----- -- 18,570__:00 46,094.00 46,094.00 9,784.00 9,784.00 22,085.00 22,085.00 15,683.00 15,683.00 r ayee r,xmon r~o.

..:;nu 'J'Ir Bureau of Custom HH-2955 to HH-2957 Bureau of Custom Bureau ofCustom Bureau of Custom Bureau of Custom -Bureau of Custom -------- Bureau of Custom - --- Bureau of Custom 11-2474 to 11-2476 Bureau of Custom 11-2483, 11-2484 Bureau of Custom 11-2728 to 11-2730 Bureau of Custom 11-2940 to 11-2942 Bureau of Custom 11-3083 to 11-3085 Bureau of Custom 11-3093 to 11-3095 Sub-total 85,614.00 I - Annex 190 , Exhibit RR - --

- I--

Bureau ofCustom - Bureau ofCustom 11-273 7 to 11-2739 Sub-total - ANNEX 21A, EXHIBIT RR Bureau ofCustom HH-2692 to HH-2694 Bureau of Custom HH-2750 to HH-2752 - Bureau of Custom HH-2903 to HH-2905 -- Bureau ofCustom HH-2626, HH-2627 - - - Bureau ofCustom HH-2731 , HH-2732 - --- Bureau of Custom HH-2735, HH-2736 ----- Bureau ofCustom HH-2884 to HH-2886 - Bureau ofCustom HH-2889 to HH-289 1 Bureau ofCustom HH-2916 to HH-29 18 Bureau ofCustom HH-2980 to HH-2983 Bureau of Custom 11-2497, 11-2498 ---- - f- Bureau ofCustom 11-2531 -- -- - f--- Bureau ofCustom 11-2640 to 11-2642 - - Bureau ofCustom 11-2647 to 11-2649 Bureau ofCustom 11-2666 - -- Bureau ofCustom 11-2675, II-2676 -- Bureau of Custom 11-2704 to II-2706 - Bureau ofCustom 11-27 14 to II-27 16 - Bureau of Custom 11-2733 BUreau of Custom 11-2780 Bureau of Custom 11-2785 Bureau of Custom 11-2800 Bureau of Custom 11-2826 -- Bureau of Custom 11-2836 -- Bureau of Custom 11-2850 - Bureau of Custom 11-2855 ----- - Bureau of Custom 11-289 1 to 11-2893 Bureau of Custom 11-29 12 - -- - --- --·- Bureau of Custom 11-2978 to 11-2980 1--- -=--==~-- - - -- - Bureau of Custom 11-3002 to 11-3004 Bureau of Custom 11-2750 to 11-2752 Bureau of Custom 11-2950 to 11-2952 Bureau of Custom 11-2973 to 11-2975 Bureau of Custom 11-2776 - Bureau of Custom 11-2535 Sub-total - I - ANNEX 21 B, EXHIBIT RR Bureau of Custom HH-2454 to HH-2458 - ------- Annex B EB 649 and 651 - Team Sua/ Corp. vs. CIR Page 4 of 5 Jru 'J'Ir •nn \,ltr I Ota l 136,064.00 136,064.00 104,70 1.00 104,701 .00 13,276.00 13,276.00 14, 159.00 14,159.00 8,267.00 8,267.00 6,393.00 6,393.00 325,547.00 325,547.00 6 , 782 . 0~ 6,782.00 - 8,937.00 8,937.00 - 24,837.00 24,837.00 33,282.00 33,282.00 - 7 1,689.00 71 ,689.00 20,550.00 20,550.00 1,504,103.00 638,420.00 2,228,13 7. 00 -- - 9,130.00 9,130.00 18,325.00 18,325.00 9,130.00 18,325.00 27,455.00 3,657.00 3,657.00 6,920.00 6,920.00 90,324.00 90,324.00 --- - 273,264.00 273,264.0_Q - - 339.00 339.00 - -= _1 - -- 323.00 323.00 - ---- 238,585.00 238,585.00 6 1,8 16.00 61,8 16.00 ---- - 33,555.00 33,555.00 52,656.00 52,656.00 46,002.00 46,002.00 1,409.00 1,409.00 - 7,228.00 ~228 . 00 1 1 ,353.00~ - I I ,353 :_QQ_ -- 15,566.00 15,566.00 24,286.00 24,286.00 10,364.00 I 0,364.00 31 ,930.00 3 1,930.QQ_ 67,324.00 67,324:2.2_ 599.00 599.00 879.00 879.00 2,708.00 2,708.00 --1-- 5,998.00 5,998.00 6,083.00 6,083 .00 -----1- 10,40 1.00 1 __ 10,401 .00 - -- 10,757.00 10,757.00 - 129,090.00 129,090.00 92,670.00 92,670.00 4,126.00 iJ26.00 - 9,32 1.00 9,321 .00 - 58,786.00 58,786.00 - 20,689.00 20,689.00 70.00 70.00 --- 346.00 346.00 14,445.00 14,445 .00 761,439.00 582,430.00 1,343,869.00 - 5,051 .00 ---r--·-- 5,051 .0 -- -- - - r ayee t<..xmon r"'o.

..:no l.,ltr Bureau ofCustom HH-2459 to HH-2463 Sub-total - ANNEX 22A, EXHIBIT RR Bureau of Custom HH-2859 to HH-2861 ~ Bureau of Custom HH-2893 to HH-2895 Bureau of Custom HH-2970 to HH-2972 Bureau of Custom II-2590 Bureau of Custom 11-2723 to 11-2725 Bureau of Custom 11-2756 to 11-2758 - -- Bureau of Custom ll-2836 Bureau ofCustom 11-2877 - Bureau ofCustom 11-2902 -- Bureau ofCustom 11-2954 to 11-2956 Sub-total - ANNEX 228, EXHIBIT RR Bureau of Custom GG-237 1 to GG-2378 378.00 Sub-total 378.00 -- ANNEX 22C, EXHIBrT RR Bureau of Custom HH-2854 to HH-2856 Sub-total - I TOTAL 3,055,818.00 Annex B EB 649 and 651 - Team Sua/ Corp. vs. CIR Page 5 of 5 _,ra l.,ltr 'lm l.,ltr I Otal 2,044.00 2,044.00 7,095.00 - 7,095.00 - r- -- -----r-- -- 367,365.00 367,365.00 -- f- 539,435.00 539,435 .00 -- - 211 ,198.00 r-- 211 ,198.00 229.00 229.00 86,272.00 86,272.00 --r- 123,063.00 123,063.00 3,778.00 3,778.00 15,169.00 15,169.00 29,2 19.00 29,219.00 27,290.00 27,290.00 1,117,998.00 285,020.00 1,403,018.00 - - - 378.00 - - 378.00 - - 120,168.00 I 120,168.00 120,168.00 - 120,168.00 11,201,568.00 2,102,051.00 16,359,437.00

REPUBLIC OF THE PHILIPPINES

COURT OFT AX APPEALS

QUEZON CITY

TEAM SUAL CORPORATION

(formerly: MIRANT SUAL CORPORATION), ENBANC Petitioner, -versus-

COMMISSIONER OF INTERNAL

REVENUE, Respondent.

X- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -X COMMISSIONER REVENUE, -versus- OF INTERNAL Petitioner,

TEAM SUAL CORPORATION

(formerly: MIRANT SUAL CORPORATION), Respondent.

Present:

Acosta, PJ, Castaiieda,Jr., Bautista, Uy, Casanova, Palanca-Enriquez, Fa bon-Victorino, Mindaro-Grulla, and Cotangco-Manalastas, JJ Promulgated:

SEP 1 5 2011 ~AJ::f~~~ ----------------~~~~~.~. X- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -X

CONCURRING AND DISSENTING OPINION

COTANGCO-MANALASTAS, J.: With reverence to the viewpoints of my esteemed colleagues, expressed in the Decision penned by the Honorable Associate Justice Erlinda P. Uy, I respectfully submit my concurring and dissenting opinion to underscore the basis of my concurrence, as well as my dissension, to some of the issues raised in the Decision.

Concurring and Dissenting Opinion CT A EB Nos. 649 & 651 (CT A Case Nos. 6630 and 6733) Page 2 of8 I concur with the ponencia of Associate Justice Erlinda P. Uy dismissing CTA EB No. 651 and partially granting CT A EB No. 649, insofar as the consideration of the portion of Team Sual Corporation's (Team Sual) refund claim for the 2"d, 3rd, and 4th quarters of2001 disallowed by the Court a quo upon the reason that the supporting documents were in Team Sual's former names. However, I would like to register my dissent from the majority decision denying Team Sual Corporation's (Team Sual) claim for tax refund of unutilized input value-added tax (VAT) for the first (1 51) quarter of taxable year 2001 on the ground that the Court in Division has not acquired jurisdiction to entertain the same. CTA EB No. 651 (Commissioner oflnternal Revenue, petitioner) In the said Petition for Review, the Commissioner of Internal Revenue (CIR) alleges that TEAM Sual Corporation: [ 1 ]failed to comply with the sixth requisite for refund/tax credit, involving the timeliness of the claim for refund or issuance of tax credit certificate; and [2] has not sufficiently proven its entitlement to a refund. TIMELINESS of the administrative and judicial claims (or refund or the issuance of tax credit certificates in relation to the Court 's JURISDICTION to act on the petition.

The CIR puts in issue his argument that this Court has no jurisdiction to act on the present claim for refund/tax credit pointing to the fact that TEAM Sual Corporation failed to give CIR a period of 120 days granted by law to process its claim for refund/tax credit, hence, the Petitions for Review filed by Team Sual Corporation on March 31 , 2003 and July 23, 2003 were both prematurely filed.

Concurring and Dissenting Opinion CT A EB Nos. 649 & 651 (CT A Case Nos. 6630 and 6733) Page 3 of8 Administrative claim On the question as to whether TEAM Sual complied with the prescriptive period for the administrative claim for refund or issuance of tax credit certificate of unutilized input tax, I agree with the finding that Team Sual Corporation timely filed with the Bureau of Internal Revenue (BIR) on March 20, 2003 its administrative claim for refund of its unutilized input VAT in the amount of P 166,720,367.79 for the four quarters of 2001. Relevant is the proviSIOn of Section 112(A) of the NIRC of 1997 which prescribes the reckoning of the 2-year period within which to make a claim for refund or tax credit, i.e., from the close of the taxable quarter when the sales were made. Applying the foregoing provision in this case, suffice it to say that TEAM Sual timely filed its administrative claim [March 20, 2003] for refund/tax credit of unutilized input VAT having filed the same within 2 years reckoned from the close of the taxable quarters when the sales were made [four quarters of2001]. Judicial claim As to whether TEAM Sual timely filed its judicial claim for refund or issuance of tax credit certificate of unutilized input tax, Section 112(D) of the NIRC of 1997 is instructive. Section 112(D) of the NIRC of 1997 clearly provides that the CIR has "120 days from the date of the submission of the complete documents in support of the application [for tax refund/credit]," within which to grant or deny the claim. In case of full or partial denial by the CIR, the taxpayer's recourse is to file an appeal before the Court of Tax Appeals (CT A) within 30 days from receipt of the decision of the CIR. However, if after the 120-day period the CIR fails to act on the application Concurring and Dissenting Opinion CT A EB Nos. 649 & 651 (CTA Case Nos. 6630 and 6733) Page 4 of8 for tax refund/credit, the remedy of the taxpayer is to appeal the inaction ofthe CIR to the CTA within 30 days. 1 The non-observance of the 120-30 days required under Section 112(D) of the NIRC of 1997 or the premature invocation of the court's jurisdiction, is a violation of the doctrine of exhaustion of administrative remedies. This failure to observe the doctrine of exhaustion of administrative remedies is fatal to one's cause of action, thus, absent any waiver or estoppel, the case is susceptible of dismissal for lack of if . 2 cause o actzon .

Failure to exhaust administrative remedies, however, does not affect the jurisdiction of the court. Non-exhaustion of administrative remedies only renders the action premature, that the claimed cause of action is not ripe for judicial determination. 3 In this case, records reveal that: I Quarter CTA Administrative End of 120 Days End of 30 Days Date Judicial

I (2001)

Case Claim Filed for the BIR from the Claim Filed Commissioner to expiration of I Decide the Claim the 120 days I st CTA Case March 20, 2003 July 18, 2003 I August I 7, 2003 March 3 I, 2003 I No. 6630 2nd, 3rd, CTA Case March 20, 2003 July 18, 2003 j August I 7, 2003 July 23, 2003 &4th No. 6733 I A perusal of the foregoing table instantly shows that in CTA Case No. 6630 TEAM Sual failed to wait for the decision of the CIR or the lapse of the 120-day period before filing its appeal to this Court. Clearly, the filing of the judicial claim for the 1st quarter of 2001 in CTA Case No. 6630 is premature. Nevertheless, since 1 Commissioner of Internal Revenue v. Aichi Forging Company of Asia, Inc., G.R. No. 184823, October 6, 20 I 0.

2 Montanez vs. PARAD, et al. , G.R. No. 183142, September 17, 2009. 3 Merida Water District, et al. vs. Francisco Bacarro, et al., G.R. No. 165993, September 30, 2008 citing Rosario v. Court of Appeals, G.R. No. 89554, July 10, 1992, 2 11 SCRA 384, 387; Carafe v. Abarintos, G.R. No. 120704, March 3, 1997, 269 SCRA 132, 141.

Concurring and Dissenting Opinion CT A EB Nos. 649 & 651 (CTA Case Nos. 6630 and 6733) Page 5 of8 the premature filing of claim for refund and/or tax credit or failure to exhaust administrative remedies is not jurisdictional, such defense is therefore waivable or may be considered waived pursuant to Section 1, Rule 9 of the Rules of Court, which provides that defenses and objections not pleaded either in a motion to dismiss or in the answer are deemed waived, except if dismissal is based on the ff. grounds, to wit: lack of jurisdiction, litis pendentia, res judicata, and prescription. Records show that CIR failed to allege in his Answer the premature filing of petitioner's judicial claim for tax refund for the 1st quarter of 2001 as one of his special and affirmative defenses in CTA Case No. 6630, thus, respondent is deemed to have waived the premature filing of the petition as a ground for dismissal. Accordingly, the Court En Bane should give due course to TEAM Sual's judicial claim for refund/tax credit for the 1st quarter of 2001 in CT A Case No. 6630; thus my dissent from the majority decision denying same. As regards TEAM Sual's judicial claim for refund/tax credit for the 2"d, 3rd, and 4th quarters of 2001 , docketed as CTA Case No. 6733, the table above visibly shows that TEAM Sual observed the "120-30 day period" by waiting for the lapse of 120 days [July 18, 2003] before filing its judicial claim for refund within 30 days from the end of the 120 days allotted for the CIR to act on the claim. Thus, my concurrence with majority's ruling partially granting CTA EB No. 649, insofar as the consideration of the portion of Team Sual's refund claim for the 2"d, 3rd, and 4th quarters of 2001 disallowed by the Court a quo upon the reason that the supporting documents were in Team Sual's former names.

Concurring and Dissenting Opinion CTA EB Nos. 649 & 651 (CTA Case Nos. 6630 and 6733) Issue on TEAM Sua/ 's entitlement to refund has been exhaustively passed upon and resolved by the Court a quo.

Page 6 of& Apropos CIR's contention that TEAM Sual has not sufficiently proven its entitlement to refund, i.e., it failed to prove compliance with the VAT registration requirements, failed to show that its purchases were in the course of trade and business, failed to show that said purchases were properly supported by VAT invoices and/or official receipts, the Court a quo 's Decision and Amended Decision reveals that these arguments raised by CIR in its Petition for Review for the consideration of this Court have already been intricately and appropriately passed upon and resolved in the said Decision and Amended Decision. Hence, I find no plausible reason to disturb the ruling of the Court a quo insofar as the aforementioned contentions/issues are concerned.

With the above discussion, I find apropos the ruling of my esteemed colleagues dismissing CTA EB No. 651 filed by the Commissioner of Internal Revenue.

CTA EB No. 649 (TEAM Sual Corporation, petitioner) TEAM Sual Corporation proffers for the determination of this Court the issue as to whether the Court a quo erred in disallowing its input taxes of Pl2,761 ,224.50 on local purchases of goods and services and on importations on the ground that the supporting documents were issued under TEAM Sual's former name. TEAM Sual's petition heavily focused its discussion on arguments which advocate its entitlement to the refund/tax credit of its input taxes albeit the supporting documents were issued under its former corporate name.

Concurring and Dissenting Opinion CTA EB Nos. 649 & 651 (CT A Case Nos. 6630 and 6733) Page 7 of8 I agree with the majority position partially granting CTA EB No. 649, insofar as the consideration of the portion of Team Sual's refund claim for the 2"d, 3rd, and 41h quarters of 2001 disallowed by the Court a quo upon the reason that the supporting documents were in Team Sual's former names. On the matter concerning the effects of a change in corporate name, the pronouncement made by the Supreme Court in the case of Republic Planters Bank vs. Court of Appeals and Fermin Canlas4 is enlightening, viz: XXX "The corporation, upon such change in its name, is in no sense a new corporation, nor the successor of the original corporation. It is the same corporation with a different name, and its character is in no respect changed. A change in the corporate name does not make a new corporation, and whether effected by special act or under a general law, has no effect on the identity of the corporation, or on its property, rights, or liabilities. The corporation continues, as before, responsible m its new name for all debts or other liabilities which it had previously contracted or incurred." (Emphasis ours) XXX In a more recent case of P. C. Javier & Sons, Inc., et al. vs. Han. Court of Appeals, et al. 5, the Supreme Court had the occasion to reiterate its stance on the effect of change of corporate name: XXX 4 G.R. No. 93073, December 21 , 1992 citing 6 Fletcher, Cyclopedia of the Law of Private Corporations, pp. 224-225 (Rev. ed., 1968); Mutual Building & Loan Association vs. Corum, 220 Cal. 282, citing Corpus Juris; 30 P- 2d 509, 514 (1934)- Pilsen Brewing Co. vs. Wallace, 291 ILL. 59, 125 N.E. 714, 8 A.L.R. 579 ( 1919); Ozan Lumber Co. vs. Davis Sewing Machine Co., 284 F-161 ( 1922); 18 C.J.S. 572. 5 G.R. No. 129552, June 29, 2005 citing Avon Dale Garments, Inc. v. National Labor Relations Commission, G.R. No. 117932, 20 July 1995, 246 SCRA 733, 737; Republic Planters Bank v. Court of Appeals, G.R. No. 93073, 21 December 1992, 216 SCRA 738, 745.

Concurring and Dissenting Opinion CT A EB Nos. 649 & 651 (CT A Case Nos. 6630 and 6733) Page 8 of8 "A change in the corporate name does not make a new corporation, whether effected by a special act or under a general law. It has no effect on the identity of the corporation, or on its property, rights, or liabilities. The corporation, upon such change in its name, is in no sense a new corporation, nor the successor of the original corporation. It is the same corporation with a different name, and its character is in no respect changed." XXX In view of the foregoing considerations: [1] I vote for the DISMISSAL of the Petition for Review, docketed as CTA EB Case No. 651, filed by the Commissioner of Internal Revenue; and [2] I vote for the PARTIAL GRANT of the Petition for Review, docketed as CTA EB Case No. 649, filed by Team Sual Corporation, however, I dissent from the outright denial of TEAM Sual's judicial claim for refund/tax credit for the 1st quarter of 2001 on the ground that the Court in Division has not acquired jurisdiction to entertain the same.

WE CONCUR:

~~._ \A?.

\)~ ERNESTO D. ACOSTA Presiding Justice ~/- ..vt---f- AMELIA R. COTANGCO-MANALASTAS Associate Justice ABON-VICTORINO

REPUBLIC OF THE PHILIPPINES

Court ofT ax Appeals

QUEZON CITY

En Bane

TEAM SUAL CORPORATION

(Formerly Mirant Sual Corporation), Petitioner, -versus-

COMMISSIONER OF INTERNAL

REVENUE, Respondent.

X----------------------------------------------------X

COMMISSIONER OF INTERNAL

REVENUE, Petitioner, -versus-

Present:

Acosta, P.J.

Castaneda, Jr., Bautista, Uy, Casanova, Palanca-Enriquez, Fa bon-Victorino, Mindaro-Grulla, and Cotangco-Manalastas, JJ.

TEAM SUAL CORPORATION

Promulgated:

(Formerly Mirant Sual Corporation), lkoh ~ - Respondent.

SEP 1 5 ?011 nr ~, ~'·"~'~;- , "" 4, ~ x-----------------------------------------------------------------------------------------------------x ' Separate Concurring Opinion BAUTISTA,[.:

I concur with the denial of the Petition for Review, docketed as CTA EB Case No. 651, filed by the Commissioner of Internal Revenue ("CIR"), for being a mere rehash and considering that no compelling arguments have been raised.

Separate Concurring Opinion CT A EB CASE NOS. 649 and 651 (CT A Case Nos. 6630 & 6733) Page 2 of 6 I likewise concur with the partial grant of the Petition for Review, docketed as CTA EB Case No. 649, filed by Team Sual Corporation ("TSC"). Nonetheless, I must point out my view with the modification made by the Court En Bane in the assailed Decision dated June 7, 2010. In the assailed Decision, the Special First Division of the Court partially granted TSC's claim in the reduced amount of ~144,564,112.19. On the other hand, the Court En Bane, in like manner, partially granted TSC' s claim for refund, however, further reducing the amount awarded to ~123,110,001.68. The majority of the Court En Bane states that the reduction of the award is due to the findings that TSC' s claim for the first quarter of the taxable year 2001 should be denied for having been filed in violation of Section 112(C) of the 1997 National Internal Revenue Code ("NIRC"),l as amended.2 However, a plain reading of Section 112(C) of the 1997 NIRC, as amended, will show that the provision use the word "may," which as settled in statutory construction connotes permissiveness, rather than of a restrictive or mandatory in nature.

Consistent with the aforementioned provision's permissive nature, the judicial recourse to this Court within thirty (30) days after the lapse of the one 1 (C) Period within which Refund or Tax Credit of Input Taxes shall be Made. - In proper cases, the Commissioner shall grant a refund or issue the tax credit certificate for creditable input taxes within one hundred twenty (120) days from the date of submission of complete documents in support of the application filed in accordance with Subsection (A) hereof. In case of full or partial denial of the claim for tax refund or tax credit, or the failure on the part of the Commissioner to act on the application within the period prescribed above, the taxpayer affected may, within thirty (30) days from the receipt of the decision denying the claim or after the expiration of the one hundred twenty day-period, appeal the decision or the unacted claim with the Court of Tax Appeals. 2 As amended by Republic Act No. 9337.

Separate Concurring Opinion cr A EB CASE NOS. 649 and 651 (Cf A Case Nos. 6630 & 6733) Page 3 of 6 hundred twenty (120)-day period, therefore, is merely directory, and not mandatory nor jurisdictional; subject only to the period provided under Sections 112(A)3 and 2294 of the same Code. Therefore, if the two (2)-year prescriptive period is about to expire, there is no need to wait for the denial of the claim by the Commissioner of Internal Revenue or its inaction after the expiration of the one hundred twenty (120)-day period before the taxpayer can lodge its appeal with this Court.S To stress, both the administrative and judicial claims must be both filed within the two (2)-year period,6 otherwise, the Court will be deprived of jurisdiction to entertain the case?

3 SEC. 112. Refunds or Tax Credits of Input Tax. - (A) Zero-rated or Effectively Zero-rated Sales. - Any VAT -registered person, whose sales are zero-rated or effectively zero-rated may, within two (2) years after the close of the taxable quarter when the sales were made, apply for the issuance of a tax credit certificate or refund of creditable input tax due or paid attributable to such sales, except transitional input tax, to the extent that such input tax has not been applied against output tax: Provided, however, That in the case of zero-rated sales under Section 106(A)(2)(a)(1),(2) and (B) and Section 108 (B)(1) and (2), the acceptable foreign currency exchange proceeds thereof had been duly accounted for in accordance with the rules and regulations of the Bangko Sentral ng Pilipinas (BSP): Provided, further, That where the taxpayer is engaged in zero-rated or effectively zero-rated sale and also in taxable or exempt sale of goods or properties or services, and the amount of creditable input tax due or paid cannot be directly and entirely attributed to any one of the transactions, it shall be allocated proportionately on the basis of the volume of sales. 4 SEC. 229. Recoven; of Tax Erroneously or Illegally Collected. - No suit or proceeding shall be maintained in any court for the recovery of any national internal revenue tax hereafter alleged to have been erroneously or illegally assessed or collected, or of any penalty claimed to have been collected without authority, or of any sum alleged to have been excessively or in any manner wrongfully collected, until a claim for refund or credit has been duly filed with the Commissioner; but such suit or proceeding may be maintained, whether or not such tax, penalty, or sum has been paid under protest or duress. In any case, no such suit or proceeding shall be filed after the expiration of two (2) years from the date of payment of the tax or penalty regardless of any supervening cause that may arise after payment: Provided, however, That the Commissioner may, even without a written claim therefor, refund or credit any tax, where on the face of the return upon which payment was made, such payment appears clearly to have been erroneously paid.

s Commissioner of Internal Revenue v. CE Cebu Geothermal Power Company, Inc., Cf A EB No. 426, May 29, 2009.

6 Commissioner of Internal Revenue v. Victorias Milling Co., Inc., No. L-24108, January 3, 1968, 22 SCRA 12. 7 Commissioner of Internal Revenue v. Accenture, Inc., Cf A EB No. 410 (Cf A Case No. 7387), March 18, 2009. I Separate Concurring Opinion CT A EB CASE NOS. 649 and 651 (CT A Case Nos. 6630 & 6733) Page 4 of 6 Additionally, when TSC filed its administrative claim before the CIR on March 18, 2003, and its subsequent Petition for Review before this Court on March 31, 2003, the then prevailing doctrine on the reckoning of the prescriptive period within which to file administrative and judicial claims for refund or tax credit of input tax is counted not from the close of the taxable quarter,s but from the filing of the relevant return. 9 It need not be stated that the Supreme Court, being the court of last resort, is the final arbiter of all legal questions properly brought before it, and that its decision in any given case constitutes the law of that particular case. Once its judgment become final it is binding on all inferior courts, and hence beyond their power and authority to alter or modify.lO However, the Court's decisions should not be, as to a given period of time, upon the same or similar facts and under the same or similar circumstances, as fluctuating as to engender the phenomenon described by Mr. Justice Thompson of the Supreme Court of Virginia as ignis fatuus.11 In the case of Magtoto v. Manguera, et al.,U the High Tribunal sitting En Bane made the following pronouncement: s Commissioner of Internal Revenue v. Mirant Pagbilao Corporation [Formerly Southern Energy Quezon, Inc.], G.R. No. 172129, September 12, 2008, 565 SCRA 154. 9Atlas Consolidated Mining and Development Corporation v. Commissioner of Internal Revenue, G.R. Nos. 141104 & 148763, June 8, 2007, 524 SCRA 73. 1o Jose Kabigting v. The Acting Director of Prisons, G.R. No. L-15548, October 30, 1%2. 11 Ramon Torres v. Tan Chim, G.R. No. L-46593, February 3, 1940, 69 Phil. 518, citing Perkins v. Clemente et al., 1 Pat and (Va.) 153.

12 G.R. Nos. L-37201-02, L-37424, and L-38929, March 3, 1975, 63 SCRA 4, Concurring Opinion penned by Justice Felix Q. Antonio, with Justices Antonio P. Barredo and Cecilia Munoz-Palma, concurring.

Separate Concurring Opinion CT A EB CASE NOS. 649 and 651 (CT A Case Nos. 6630 & 6733) Page 5 of 6 The final authority of this Court rests upon public respect for its decisions. That public respect is based upon an image which represents this Court as declaring legal principles with an authority and certainty that the people may place upon it their bona fide reliance and reasonable expectations.

To hold now that public officers, who have acted in justifiable reliance on Our aforecited doctrines, have transgressed the Constitution, would certainly not strengthen public respect on the authority of Our judgments. Where there has been justifiable reliance on Our decisions, and those who have so relied may be substantially harmed if retroactive effect is given, where the purpose of the new rule can be adequately effectuated without giving it retroactive operation, or where retroactive operation might greatly burden the administration of justice, then it is Our duty to apply the new rule prospectively. The factual and textual bases for a contrary rule, are at best, less than compelling. Relevant is the Court's duty to assess the consequences of its action. More than the human dignity of the accused in these cases is involved. There is the compelling realization that substantial interests of society may be prejudiced by a retrospective application of the new exclusionary rule. Thus, the values reflected transcend the individual interests of the herein accused, and involve the general security of society. The unusual force of the countervailing considerations strengthens my conclusion in favor of prospective application. xxx (Boldfacing supplied.) Thus, with the doctrine in the aforecited case in mind, as well as, the factual milieu present in the case at bench, the reckoning of the prescriptive period, i.e., from the filing of the relevant return, should apply. With this, I find the Petition for Review, docketed as CTA EB Case No. 651, filed by CIR, bereft of merit, while the Petition for Review, docketed as CTA EB Case No. 649, filed by TSC, should be partially granted. In conclusion, the refund of the amount of ~144,564,112.19, representing TSC' s unutilized input tax from its domestic purchases of goods and services and importation of goods attributable to effectively zero-rated sales to the National I Separate Concurring Opinion CT A EB CASE NOS. 649 and 651 (CT A Case Nos. 6630 & 6733) Page 6 of 6 Power Corporation for the four quarters of the taxable year 2001 should be sustained.

Accordingly, I vote for the DISMISSAL of the Petition for Review, docketed as CTA EB Case No. 651, filed by the Commissioner of Internal Revenue, and therefor, for the PARTIAL GRANT of the Petition for Review, docketed as CT A EB Case No. 649, filed by Team Sual Corporation, however, in the amount as stated in the Amended Decision dated June 7, 2010.