New Coast Hotel, Inc. v. Company Registration and Monitoring Department

July 30, 2019SEC EN BANC CASE NO. 12-14-351NEW COAST HOTEL, INC., appellant, vs. COMPANY REGISTRATION AND MONITORING DEPARTMENT, appellee.DECISIONThis is an Appeal of the Order dated 20 November 2014 of the Company Registration and Monitoring Department (CRMD), which confirmed the validity of a fine imposed on New Coast Hotel, Inc. (NEW COAST) for non-compliance with the requirements of the Foreign Investment Act of 1991 (FIA). HTcADCRELEVANT FACTSOn 14 March 2003, NEW COAST, a domestic corporation 1 engaged in the hotel business, was sold by its parent company, Megaworld Corporation, to CTF Hotel and Entertainment, Inc. (CTF HOTEL). In turn, CTF HOTEL was the domestic subsidiary of Flexi Deliver Holding Ltd. (FLEXI DELIVER), a company registered in the British Virgin Islands. It is undisputed that, applying the Grandfather Rule, NEW COAST is a domestic corporation majority-owned by a foreign corporation.The FIA mandates that a domestic corporation that is majority-owned by a foreign corporation must file SEC Form No. 101 (Application of an Existing Corporation to do Business under the Foreign Investment Act). NEW COAST did not...