ASG Law

Tag: Monetary Board

  • Presidential Power: Limits on Foreign Debt Contraction in the Philippines

    Limits on Presidential Power: Philippine Debt and Constitutional Constraints

    n

    TLDR: This Supreme Court case clarifies the extent of the President’s power to contract foreign debt, emphasizing that while broad, it’s subject to legal limitations and doesn’t require the President’s personal involvement in every detail. The ruling upholds the validity of debt-relief programs implemented by the President’s designated representatives, provided they adhere to existing laws and constitutional principles.

    nn

    G.R. NO. 106064, October 13, 2005

    nn

    Introduction

    n

    Imagine a nation grappling with immense foreign debt, struggling to balance economic growth with its financial obligations. This was the reality in the Philippines in the early 1990s, leading to legal challenges questioning the government’s handling of its debt crisis. The case of Spouses Renato Constantino, Jr. vs. Hon. Jose B. Cuisia delves into the constitutional limits of presidential power in contracting foreign loans and managing national debt. It explores whether debt-relief programs, such as debt buybacks and bond conversions, fall within the President’s authority.

    nn

    The petitioners challenged the Philippine Comprehensive Financing Program for 1992, arguing that certain debt-relief contracts exceeded the President’s constitutional powers and violated national economic policies. The core legal question was whether the President’s power to contract foreign loans, as stipulated in the Constitution, extended to these specific debt-relief mechanisms, and whether this power could be delegated to other officials.

    nn

    Legal Context

    n

    The Philippine Constitution, specifically Section 20, Article VII, grants the President the power to contract or guarantee foreign loans on behalf of the Republic. This power is subject to two primary constraints: the prior concurrence of the Monetary Board and any limitations provided by law.

    nn

    Section 20, Article VII of the Constitution:

    n

    “The President may contract or guarantee foreign loans in behalf of the Republic of the Philippines with the prior concurrence of the Monetary Board and subject to such limitations as may be provided under law. The Monetary Board shall, within thirty days from the end of every quarter of the calendar year, submit to the Congress a complete report of its decisions on applications for loans to be contracted or guaranteed by the government or government-owned and controlled corporations which would have the effect of increasing the foreign debt, and containing other matters as may be provided by law.”

    nn

    Furthermore, Republic Act No. 245 authorizes the Secretary of Finance, with the President’s approval and after consulting the Monetary Board, to borrow funds and issue evidences of indebtedness, including bonds, to meet public expenditures or manage government obligations. These legal provisions form the backdrop against which the Supreme Court assessed the validity of the debt-relief programs.

    nn

    Case Breakdown

    n

    The case unfolds with concerned citizens and organizations questioning the legality of the Philippine Comprehensive Financing Program for 1992. Here’s a breakdown:

    nn

      n

    • Initiation: Spouses Renato Constantino, Jr., along with the Freedom from Debt Coalition, filed a petition challenging debt-relief contracts entered into under the Financing Program.

      • n

    • Arguments: The petitioners argued that debt buybacks and bond conversions were neither

  • Deposit Insurance Coverage: Defining ‘Usual Course of Business’ in Bank Transactions

    This Supreme Court decision clarifies what constitutes a bank deposit made “in the usual course of business” for purposes of deposit insurance. The Court ruled that deposits made before a bank is officially notified of a cease-and-desist order from the Monetary Board are considered insured, even if the order was issued prior to the transaction date. This ruling protects depositors who acted in good faith, ensuring they receive the deposit insurance they are entitled to under the law. It reinforces the importance of timely notification in bank closures to prevent unfair disadvantage to depositors.

    When Foreclosure Looms: Are Last-Minute Bank Transactions Insurable?

    The case revolves around the Philippine Deposit Insurance Corporation (PDIC)’s refusal to pay deposit insurance claims to the Abad family, who had multiple “Golden Time Deposits” (GTDs) with the Manila Banking Corporation (MBC). Shortly before MBC was placed under receivership by the Monetary Board (MB), Jose Abad pre-terminated existing GTDs and re-deposited the funds into new GTDs, each with a value within the insurable limit of P40,000. PDIC argued that these transactions were not done “in the usual course of business” because MBC was already in serious financial distress, and the transactions were intended to maximize deposit insurance coverage. The central legal question is whether these transactions, made shortly before MBC’s closure but before official notification, qualify for deposit insurance coverage.

    The heart of the dispute lies in the interpretation of “usual course of business” as it applies to bank transactions in the context of impending bank closure. PDIC, relying on reports of heavy deposit movements and the bank’s liquidity problems, argued that the transactions were irregular and intended to circumvent insurance limits. They pointed out that MBC had been experiencing severe cash flow issues, suggesting that the issuance of new GTDs was merely a paper transaction without actual exchange of funds. This, according to PDIC, meant there was no valid consideration, and therefore the transactions were not made “in the usual course of business.” However, the Court sided with the Abad family, emphasizing the lack of evidence proving their awareness of MBC’s impending closure before the transactions occurred. The absence of official notification to MBC until after the transactions took place was also a critical factor in the court’s decision.

    The Court highlighted the importance of due process and the need for confidentiality in placing a bank under receivership, citing the potential for “bank runs” and widespread panic if prior notice were given. Since the Monetary Board’s resolution prohibiting MBC from doing business was not served until May 26, 1987, the transactions that took place on May 25, 1987 were deemed valid. The court also dismissed PDIC’s argument that no actual money exchanged hands, noting that the re-deposit of existing funds constituted valid consideration. MBC had sufficient cash on hand at the start of the banking day to cover the transactions, further undermining PDIC’s claim of irregularity. This is bolstered by the fact that good faith is presumed unless proven otherwise. Because of PDIC’s failure to provide sufficient proof that the Abads and MBC had ill intent or KBC’s poor liquidity, the new GTDs are seen as valid. Furthermore, because the trial court accepted the respondent’s counterclaim, the request for payment was acceptable, which is why PDIC’s case was ultimately thrown out.

    In deciding the case, the Court leaned on the principle that the ordinary course of business is presumed unless proven otherwise. This presumption, combined with the lack of evidence of prior knowledge and the presence of sufficient funds at the time of the transactions, led the Court to conclude that the new GTDs were indeed deposited “in the usual course of business” of MBC. Additionally, the court addressed PDIC’s procedural argument that the trial court erred in ordering payment in a declaratory relief action. The Supreme Court stated that because the Abads requested a counterclaim in the same action, that it was, in fact, allowed to include payment. It reiterated the rule that counterclaims are permissible in declaratory relief actions, thus affirming the trial court’s order for PDIC to pay the insured deposits. Ultimately, this protects banks’ and businesses’ deposits.

    FAQs

    What was the key issue in this case? The key issue was whether the deposits made shortly before a bank’s closure, but before official notification, qualify for deposit insurance coverage under PDIC.
    What did the Court rule about the term “usual course of business”? The Court interpreted “usual course of business” to include transactions made before a bank is officially notified of a cease-and-desist order, as long as there is no evidence of bad faith or prior knowledge of the impending closure.
    Why did PDIC refuse to pay the deposit insurance claims? PDIC refused to pay because it suspected the transactions were intended to maximize deposit insurance coverage due to the bank’s financial distress, and therefore not made “in the usual course of business.”
    What evidence did PDIC present to support its claim? PDIC presented evidence of heavy deposit movements and the bank’s liquidity problems, arguing that the issuance of new GTDs was a paper transaction without actual exchange of funds.
    How did the Court address the issue of consideration for the new GTDs? The Court found that the re-deposit of existing funds constituted valid consideration, and the bank had sufficient cash on hand to cover the transactions at the time.
    What was the significance of the Monetary Board’s resolution? The Monetary Board’s resolution was significant because it prohibited MBC from doing business, but its effect was limited to the period after MBC was officially notified.
    What is the effect of a declaratory relief action on requesting payments? PDIC posited that declaratory relief actions prevent requests for payment. The court held that parties are able to ask for payments by requesting a counterclaim.
    How does the ruling affect depositors? The ruling protects depositors who act in good faith, ensuring they receive the deposit insurance they are entitled to under the law, even if the bank is on the brink of closure.

    In conclusion, the Supreme Court’s decision underscores the importance of timely notification in bank closures and reinforces the protection afforded to depositors under the PDIC law. It provides clarity on what constitutes “usual course of business” in banking transactions and sets a precedent for similar cases involving deposit insurance claims in the context of bank receivership. By confirming the insurability of deposits made before official notification of closure, the Court has provided certainty and protection for depositors who act in good faith.

    For inquiries regarding the application of this ruling to specific circumstances, please contact ASG Law through contact or via email at frontdesk@asglawpartners.com.

    Disclaimer: This analysis is provided for informational purposes only and does not constitute legal advice. For specific legal guidance tailored to your situation, please consult with a qualified attorney.
    Source: PDIC vs. CA and Abad, G.R. No. 126911, April 30, 2003

  • Due Process Rights in Philippine Banking: Defending Against Monetary Board Sanctions

    Administrative Due Process in the Philippines: Your Right to Be Heard

    TLDR: This case clarifies that Philippine administrative bodies like the Monetary Board must respect due process, but this doesn’t always mean a full court hearing. What’s crucial is the opportunity to present your side and be heard before sanctions are imposed. Learn how to protect your rights when facing regulatory actions.

    Busuego, Banez, and Lim v. Court of Appeals and Monetary Board, G.R. No. 95326, March 11, 1999

    INTRODUCTION

    Imagine your career in the financial sector suddenly jeopardized by regulatory findings. This was the reality for Romeo Busuego, Catalino Banez, and Renato Lim, officers of a savings and loan association, when the Monetary Board of the Central Bank (now Bangko Sentral ng Pilipinas) placed them on a watchlist and mandated criminal charges based on an examination. At the heart of Busuego v. Court of Appeals is a fundamental question: Were these individuals denied their right to due process by the Monetary Board, even in an administrative context? This case delves into the critical balance between regulatory oversight and individual rights, providing essential insights into administrative due process in the Philippines.

    LEGAL CONTEXT: DUE PROCESS IN ADMINISTRATIVE LAW

    The cornerstone of Philippine justice, due process, guarantees fairness in legal proceedings. In administrative law, this principle ensures that government agencies act justly and equitably when making decisions that affect individuals. While administrative due process is more flexible than judicial due process, certain fundamental rights must always be respected. This case hinges on interpreting the extent of these rights when the Monetary Board, the Philippines’ central monetary authority, exercises its supervisory powers.

    Republic Act No. 3779, the “Savings and Loan Association Act,” empowers the Monetary Board to oversee savings and loan associations. Section 28 of this law outlines these supervisory powers, including the authority to conduct examinations and investigations. Critically, it states:

    “(c) To conduct at least once every year, and whenever necessary, any inspection, examination or investigation of the books and records, business affairs, administration, and financial condition of any savings and loan association with or without prior notice but always with fairness and reasonable opportunity for the association or any of its officials to give their side of the case.”

    “(d) After proper notice and hearing, to suspend a savings and loan association for violation of law, for unsafe and unsound practices or for reason of insolvency.”

    These provisions highlight the legislative intent to balance regulatory efficiency with procedural fairness. The landmark case of Ang Tibay v. Court of Industrial Relations (1940) established the cardinal primary rights in administrative proceedings, including the right to a hearing, to present evidence, and to have a decision based on substantial evidence and independent consideration. However, the application of these rights in specific administrative contexts often requires nuanced interpretation, as seen in Busuego.

    CASE BREAKDOWN: THE PESALA EXAMINATION AND MONETARY BOARD RESOLUTION

    The story of Busuego v. Court of Appeals unfolds with a routine examination. In 1988, the Central Bank conducted its 16th regular examination of the PAL Employees Savings and Loan Association, Inc. (PESALA). The examination team, led by Belinda Rodriguez, uncovered several irregularities allegedly committed by PESALA directors Romeo Busuego, Catalino Banez, and Renato Lim. These included questionable investments, conflicts of interest, and unsound business practices.

    Following the examination, Director Ricardo F. Lirio of the Central Bank invited the PESALA Board to a conference to discuss the findings. However, the petitioners did not attend. Subsequently, Renato Lim submitted a letter explaining his position, and the PESALA Board also sent a letter to the Central Bank regarding the examination.

    On September 9, 1988, the Monetary Board issued Resolution No. 805. This resolution:

    • Noted the examination report.
    • Required PESALA to inform members of the examination results.
    • Included Busuego, Banez, and Lim in a watchlist, preventing them from holding responsible positions in Central Bank-supervised institutions.
    • Mandated PESALA to collect overpayments and account for unaccounted funds from responsible directors and officers.
    • Directed PESALA to file civil and criminal cases against Busuego, Banez, and Lim.
    • Required PESALA to improve operations and internal controls.

    Feeling aggrieved, the petitioners sought legal recourse. They filed for injunction with the Regional Trial Court (RTC) of Quezon City, arguing that Monetary Board Resolution No. 805 was issued without due process. The RTC initially sided with the petitioners, declaring the resolution void and issuing a permanent injunction. However, the Court of Appeals reversed the RTC decision, prompting the petitioners to elevate the case to the Supreme Court.

    The Supreme Court, in its decision penned by Justice Purisima, sided with the Court of Appeals and the Monetary Board. The Court emphasized that due process in administrative proceedings does not necessitate a full-blown trial-type hearing. Crucially, the Court found that the petitioners were afforded sufficient opportunity to be heard:

    “Petitioners therefore cannot complain of deprivation of their right to due process, as they were given ample opportunity by the Monetary Board to air their Submission and defenses as to the findings of irregularity during the said 16th regular examination. The essence of due process is to be afforded a reasonable opportunity to be heard and to submit any evidence one may have in support of his defense. What is offensive to due process is the denial of the opportunity to be heard.”

    The Court highlighted that the invitation to the conference, Renato Lim’s letter, and the PESALA Board’s letter all constituted opportunities for the petitioners to present their side. The Court concluded that the Monetary Board had considered these submissions before issuing Resolution No. 805. Furthermore, the Court clarified that the watchlist inclusion and the directive to file charges were within the Monetary Board’s supervisory powers under R.A. No. 3779.

    “From the foregoing, it is gleanable that the Central Bank, through the Monetary Board, is empowered to conduct investigations and examine the records of savings and loan associations. If any irregularity is discovered in the process, the Monetary Board may impose appropriate sanctions, such as suspending the offender from holding office or from being employed with the Central Bank, or placing the names of the offenders in a watchlist.”

    Ultimately, the Supreme Court upheld the validity of Monetary Board Resolution No. 805, affirming the Court of Appeals’ decision and denying the petition.

    PRACTICAL IMPLICATIONS: NAVIGATING MONETARY BOARD ACTIONS

    Busuego v. Court of Appeals offers crucial guidance for individuals and institutions dealing with regulatory bodies like the Monetary Board. The case underscores that administrative due process is not a rigid, courtroom-style procedure. It is a flexible concept focused on fundamental fairness and the opportunity to be heard.

    For financial professionals and institutions supervised by the Central Bank, this ruling emphasizes the importance of proactive engagement when facing regulatory scrutiny. Ignoring invitations to conferences or failing to respond to inquiries can be detrimental. Submitting written explanations and actively participating in any available forums to present your side are crucial steps in protecting your rights.

    The case also clarifies the Monetary Board’s broad supervisory powers, including the authority to issue watchlists and direct the filing of charges based on examination findings. While these powers are extensive, they are not without limits. The Monetary Board must still act within the bounds of due process, ensuring a fair opportunity to be heard, even if a formal hearing is not mandated.

    Key Lessons from Busuego v. Court of Appeals:

    • Administrative Due Process is Flexible: It doesn’t always require a formal hearing, but demands fairness and an opportunity to be heard.
    • Opportunity to Be Heard is Key: Actively participate in any process to present your side, whether through conferences or written submissions.
    • Monetary Board’s Broad Powers: Understand the Monetary Board’s authority to conduct examinations, issue watchlists, and direct legal actions.
    • Proactive Engagement is Crucial: Respond promptly and thoroughly to any regulatory inquiries or invitations.

    FREQUENTLY ASKED QUESTIONS (FAQs)

    Q: What exactly is administrative due process?

    A: Administrative due process ensures fairness when government agencies make decisions affecting your rights. It’s less formal than court proceedings but still requires notice and an opportunity to be heard.

    Q: Does the Monetary Board always need to conduct a formal hearing before issuing sanctions?

    A: Not necessarily. Busuego clarifies that due process in Monetary Board actions doesn’t always require a full hearing. What’s essential is a reasonable opportunity to present your side, which can be through conferences or written submissions.

    Q: What should I do if I receive a notice from the Monetary Board regarding an examination or investigation?

    A: Take it seriously. Respond promptly, seek legal counsel, and actively participate in any conferences or processes to present your explanation and evidence.

    Q: Can the Monetary Board place me on a watchlist without a formal hearing?

    A: Yes, according to Busuego, as long as you have been given a reasonable opportunity to be heard. The watchlist is considered a preventive measure within the Monetary Board’s supervisory powers.

    Q: What laws govern the powers of the Monetary Board?

    A: Republic Act No. 265 (The Central Bank Act) and Republic Act No. 3779 (The Savings and Loan Association Act), among others, define the Monetary Board’s powers and responsibilities.

    Q: Is preventive suspension by the Monetary Board legal?

    A: Yes, Busuego suggests that preventive suspension can be valid, especially to prevent interference with investigations, as long as due process requirements are met.

    Q: Where can I get legal assistance if I am facing actions from the Monetary Board?

    A: It’s crucial to consult with a law firm experienced in banking regulations and administrative law. ASG Law specializes in financial regulations and can provide expert guidance and representation.

    ASG Law specializes in Philippine Banking and Finance Law. Contact us or email hello@asglawpartners.com to schedule a consultation.

  • Central Bank Circulars: Understanding Repeal and Saving Clauses in Philippine Law

    The Validity of Saving Clauses in Repealed Central Bank Circulars

    TLDR: This case affirms the validity of saving clauses in Central Bank circulars, even when the circulars themselves are repealed. It clarifies that the Monetary Board has the authority to include these clauses to ensure ongoing legal proceedings for violations of the original circulars are not affected by the repeal. This is crucial for maintaining the stability of the Philippine monetary system and preventing offenders from escaping justice due to technicalities.

    IMELDA MARCOS, PETITIONER, VS., THE HONORABLE COURT OF APPEALS; HONORABLE JUDGE GUILLERMO L. LOJA, SR., THE PRESIDING JUDGE OF BRANCH 26 OF THE RTC AT MANILA; AND THE PEOPLE OF THE PHILIPPINES, RESPONDENTS. G.R. No. 126594, September 05, 1997

    Introduction

    Imagine a scenario where a new law is passed, seemingly wiping away all past transgressions. What happens to those already facing charges under the old law? This is the essence of the legal question addressed in Imelda Marcos vs. Court of Appeals. The case revolves around Central Bank (CB) circulars and whether the repeal of one circular automatically dismisses pending cases filed under it.

    The case involves Imelda Marcos, who was charged with violating Central Bank Circular No. 960 for allegedly opening and maintaining foreign exchange accounts abroad without proper authorization. When CB Circular No. 960 was later repealed by CB Circulars Nos. 1318 and 1353, Marcos argued that the charges against her should be dropped. However, these later circulars contained “saving clauses,” explicitly stating that pending actions or investigations under the old circular would not be affected. The Supreme Court ultimately sided with the government, upholding the validity of these saving clauses.

    Legal Context: Central Bank Circulars and the Power of the Monetary Board

    Central Bank circulars are regulatory issuances of the Bangko Sentral ng Pilipinas (BSP), formerly the Central Bank of the Philippines, designed to govern various aspects of the country’s financial system. These circulars have the force and effect of law, provided they are within the scope of the authority delegated by Congress to the BSP.

    At the heart of this case lies the power of the Monetary Board, the governing body of the BSP, to issue and amend these circulars. Section 14 of the Central Bank Act grants the Monetary Board the power to “prepare and issue rules and regulations necessary for the effective discharge of the responsibilities and exercise of the powers assigned to the Monetary Board and to the Central Bank under this Act.”

    The key legal principle at play here is the concept of repeal and its effect on pending cases. When a law is repealed, it is generally understood that it is no longer in effect. However, the repealing law can include a saving clause to preserve the effect of the repealed law for specific situations, such as pending cases. This is to prevent a situation where wrongdoers escape liability simply because the law under which they were charged has been repealed.

    The relevant provisions in this case are the saving clauses found in CB Circular No. 1318 and CB Circular No. 1353. The saving clause in CB Circular No. 1318 states:

    “SEC. 111. Repealing Clause. All existing provisions of Circulars 363, 960 and 1028, including amendments thereto, with the exception of the second paragraph of Section 68 of Circular 1028, as well as all other existing Central Bank rules and regulations or parts thereof, which are inconsistent with or contrary to the provisions of this Circular, are hereby repealed or modified accordingly: Provided, however, that regulations, violations of which are the subject of pending actions or investigations, shall not be considered repealed insofar as such pending actions or investigations are concerned, it being understood that as to such pending actions or investigations, the regulations existing at the time the cause of action accrued shall govern.”

    Case Breakdown: The Saga of Imelda Marcos and Central Bank Regulations

    The narrative unfolds with Imelda Marcos facing charges for allegedly violating Section 4 of CB Circular 960 by opening and maintaining foreign exchange accounts abroad without prior authorization. These accounts were allegedly held in Swiss banks under the names of various foundations.

    The timeline of events is crucial:

    • 1968-1991: Alleged violations of CB Circular No. 960 by Imelda Marcos.
    • December 20, 1991: Criminal charges filed against Marcos for violating Section 4 of CB Circular 960.
    • 1992: CB Circulars Nos. 1318 and 1353 are issued, repealing CB Circular No. 960 but including saving clauses.
    • May 23, 1994: Marcos files a Motion to Quash, arguing that the repeal of CB Circular No. 960 extinguished her liability.
    • June 9, 1994: The trial court denies Marcos’ Motion to Quash.
    • August 30, 1994: The trial court denies Marcos’ Motion for Reconsideration.
    • Court of Appeals: Marcos petitions the Court of Appeals, which upholds the trial court’s decision.
    • Supreme Court: Marcos elevates the case to the Supreme Court.

    The Supreme Court, in its resolution, emphasized the validity of the saving clauses. The Court quoted the trial judge’s observation:

    “x x x In no uncertain terms, the corresponding informations clearly state that the accused, in conspiracy with the late president x x x opened and maintained foreign accounts abroad in the name of foundations organized by their dummies… As already stated and discussed, it is the accused who (was alleged to have) maintained foreign accounts and earned foreign exchange abroad camouflaged in the name of foreign agents and/or foundations but neither obtained authority to do so nor reported the earnings to the Central Bank.”

    The Court also highlighted the purpose of the saving clauses, stating that they were “dictated by the need to continue the prosecution of those who had already committed acts of monetary destabilization.” To allow the repeal to automatically dismiss pending cases would be an “absurdity.”

    Practical Implications: Protecting the Integrity of Monetary Regulations

    This case has significant implications for the enforcement of monetary regulations in the Philippines. It affirms that the BSP has the power to issue circulars with the force of law, and that these circulars can include saving clauses to protect ongoing legal proceedings.

    For businesses and individuals, this means that they cannot assume that a change in regulations will automatically absolve them of past violations. They must remain aware of their obligations under the law and ensure compliance, even if the specific regulations are later amended or repealed.

    Key Lessons

    • Saving Clauses are Valid: Repealing a law doesn’t automatically dismiss pending cases if a saving clause exists.
    • Monetary Board Authority: The BSP’s Monetary Board has broad powers to regulate the financial system.
    • Compliance is Key: Businesses and individuals must comply with all applicable regulations, even if they are later amended or repealed.

    Frequently Asked Questions (FAQ)

    Q: What is a Central Bank Circular?

    A: A Central Bank Circular is a regulatory issuance of the Bangko Sentral ng Pilipinas (BSP) that governs various aspects of the Philippine financial system.

    Q: What is a saving clause in a law?

    A: A saving clause is a provision in a repealing law that preserves the effect of the repealed law for specific situations, such as pending cases.

    Q: Why are saving clauses important?

    A: Saving clauses prevent wrongdoers from escaping liability simply because the law under which they were charged has been repealed.

    Q: Does the repeal of a law automatically dismiss pending cases filed under that law?

    A: No, not if the repealing law contains a saving clause that preserves the effect of the repealed law for pending cases.

    Q: What is the role of the Monetary Board in issuing Central Bank Circulars?

    A: The Monetary Board is the governing body of the BSP and has the power to issue rules and regulations necessary for the effective discharge of the BSP’s responsibilities.

    Q: What happens if I violate a Central Bank Circular?

    A: Violating a Central Bank Circular can result in criminal penalties, including fines and imprisonment.

    Q: How can I ensure compliance with Central Bank Circulars?

    A: Stay informed about the latest regulations issued by the BSP and seek legal advice if you have any questions or concerns.

    ASG Law specializes in banking and finance law. Contact us or email hello@asglawpartners.com to schedule a consultation.