The petitioner, Antonio Pardo, a stockholder in the Hercules Lumber Company, Inc., one of the respondents herein, seeks by  this original proceeding  in  the  Supreme Court to obtain a writ of mandamus to compel  the respondents to permit the plaintiff and his duly authorized agent and representative to examine the records and business transactions of said company.  To this petition the respondents interposed an answer, in which, after  admitting  certain allegations of the  petition, the  respondents set forth the facts  upon which they mainly rely as  a defense to  the petition.  To this answer the petitioner  in turn interposed a demurrer,  and the cause  is now before us for  determination of the issue thus presented.

It is inferentially, if not directly admitted that the petitioner is in fact a stockholder in. the Hercules  Lumber Company,  Inc.,  and  that  the respondent,  Ignacio Ferrer, as acting secretary  of the  said  company, has  refused to permit the petitioner  or his agent to inspect the records and  business transactions of  the  said  Hercules Lumber Company, Inc., at times desired by  the petitioner.  No serious question is of course made as to the right of the petitioner, by himself or proper representative,  to exercise the right of inspection conferred by section 51  of Act No. 1459.  Said provision  was under the consideration of this court in the case of Philpotts vs. Philippine Manufacturing Co. and Berry (40  Phil.,  471),  where  we held  that the right of examination there conceded to the stockholder may be exercised either by a stockholder in  person  or by any duly authorized agent  or representative.

The main ground upon which the defense appears to be rested has reference to the time, or times,  within which the right of inspection may be exercised.  In this connection  the answer asserts that in article 10 of the By-laws of the respondent corporation  it is declared  that "Every shareholder may examine the  books of  the  company and other documents pertaining to the same upon the days which the  board of  directors  shall  annually fix."  It is further  averred that at the directors' meeting  of the respondent corporation held on February 16, 1924, the board passed a resolution to the following effect:

"The board also resolved to call the usual general (meeting of shareholders)  for March 30 of the  present year, with notice to the shareholders that the books of the company are at their disposition from the 15th to 25th of the same month for examination, in appropriate  hours."

The contention for the respondent is that this resolution of the board constitutes a lawful restriction  on the right conferred by statute;  and it is insisted  that as the petitioner has not availed himself of the permission to inspect the books and transactions of the company within the ten days thus defined, his  right to  inspection and examination is lost, at least for this year.

We are entirely unable to concur in this contention.  The general right given by the statute may not be lawfully abridged to the extent attempted in this resolution.  It may be admitted that the officials  in charge  of  a corporation may deny inspection when  sought at unusual  hours or under other improper conditions; but neither the executive officers  nor  the board of directors have the power to  deprive a  stockholder  of  the  right altogether.  A by-law unduly  restricting the right of inspection is undoubtedly invalid.  Authorities  to  this effect are too numerous and direct  to  require extended comment.  (14  C. J., 859; 7 R. C. L., 325; 4 Thompson  on Corporations, 2d ed., sec. 4517; Harkness vs.  Guthrie,  27 Utah, 248; 107 Am.  St. Rep., 664, 681.)  Under a statute similar to our own it has been held that the statutory right of inspection is not affected by  the adoption by the board  of directors of a resolution providing for the closing of transfer books thirty days before  an election.  (State vs. St. Louis  Railroad Co., 29  Mo. Ap., 301.)

It will be noted that our statute declares  that the right of inspection can be exercised "at reasonable hours."  This means at reasonable hours on business  days throughout the year,  and not merely during some arbitrary period of a few days  chosen by the directors.

In addition to relying upon the by-law, to which reference is above made,  the answer of the respondents calls in question the motive which is supposed to prompt the  petitioner to make inspection;  and in this  connection it is alleged that the information  which the petitioner seeks  is desired for ulterior purposes in connection with a competitive firm with which  the petitioner is alleged to be  connected.   It is also insisted that  one of the purposes of  the  petitioner is to obtain evidence preparatory to the institution of an action  which he means to  bring  against  the  corporation  by reason of a  contract  of  employment which once existed  between the  corporation and himself.  These suggestions are entirely apart from the issue,  as,  generally speaking, the motive of the shareholder exercising the right is immaterial.   (7 R. C. L., 327.)

We are of the opinion that,  upon the allegations of the petition and the admissions of  the answer, the petitioner is entitled to relief.  The demurrer is, therefore, sustained; and the writ of mandamus will issue as prayed, with costs against the respondents.   So ordered.

Johnson,  Malcolm,  Villamor, Ostrand, and  Romualdez, JJ., concur.