Q: When the business owner dies, who is the most logical person to take over, assuming he/she was not able to groom someone or to bequeath the business to somebody who has been trained to take over?

A: Rather than look for the most logical successor, the proper inquiry should be: who is the lawful successor?

Our laws on succession tell us who should succeed to the business interests, stockholdings, and other properties of a deceased person (also called a "decedent").

Succession, as defined by the Civil Code, is a mode of acquisition by virtue of which the property, rights and obligations to the extent of the value of the inheritance, of a person are transmitted through his death to another or others either by his will or by operation of law.

In other words, if the decedent left a valid last will and testament (in which case, he is said to have "died testate"), then the provisions of his will shall be respected. On the other hand, if the decedent left no will (or "died intestate"), the law steps in and provides the extent of each heir's inheritance.

When a business owner dies, ownership and control of his properties---including his business interests and stockholdings---devolve to his lawful heirs, and these are usually his children, his surviving spouse, or his parents, all of whom are his compulsory or forced heirs. This is generally the case whether the decedent died with or without a will, because, under the law, the heirs in both testate and intestate succession are not so different. Compulsory heirs by the way are the default heirs; they are heirs who cannot be disinherited or bypassed unless for compelling reasons as provided by law.

Given the above, it is now just a matter of choosing who among the lawful heirs should manage the business. If the decedent did not provide for this matter in his will or if there is no will, then the heirs may decide it among themselves. Or they may simply hire an outsider who could serve as chief executive officer or manager.

Reeza Singzon is a lawyer specializing in civil, commercial, and labor law. Before becoming a lawyer, she worked in media for more than 10 years, writing and producing news programs for TV and working as an editor and columnist for a newspaper. For questions or comments, Atty. Reeza may be reached at reeza.singzon@gmail.com, or post your own legal question here