Short answer. It needs court approval to refuse. Article 1045 lets the lawful representatives of a corporation or similar entity accept an inheritance left to it on their own. But to repudiate, to turn the inheritance down, the approval of the court is required. Accepting is free; renouncing is not.

What the law says

The lawful representatives of corporations, associations, institutions and entities qualified to acquire property may accept any inheritance left to the latter, but in order to repudiate it, the approval of the court shall be necessary.

Civil Code, Article 1045 — Corporations and Associations. Read the full provision →

Accepting is within the representatives' power

An entity such as a corporation acts through its officers, and when someone leaves it an inheritance those representatives can take it up. Article 1045 provides that the lawful representatives of corporations, associations, institutions and entities qualified to acquire property may accept any inheritance left to the latter. Accepting an inheritance adds to the entity's assets, so the law lets its ordinary representatives do it without any special outside check. The decision to receive property that benefits the organisation is treated as a normal exercise of the representatives' authority.

Repudiating requires the court

Refusing an inheritance is treated very differently. The same article continues that in order to repudiate it, the approval of the court shall be necessary. Turning down an inheritance means giving up value that would have gone to the entity and, through it, to its members or beneficiaries. Because that is a decision to surrender something rather than to gain it, the representatives cannot do it alone; a court must approve. This added step guards the organisation and those it serves against a hasty or self-interested renunciation.

Why the two are treated differently

The asymmetry reflects where the risk of harm lies. Accepting an inheritance rarely prejudices the entity, so no special safeguard is needed. Repudiating it can strip the organisation of a real benefit, and the people who would ultimately gain, the members, stockholders, or beneficiaries, may have no direct say in the representatives' decision. Requiring court approval interposes an independent check precisely at the point where the representatives' choice could work against the very organisation they act for.

The practical procedure

In practice, a corporation or association that wishes to decline an inheritance should not simply have its officers sign a renunciation. It must bring the matter before the court and obtain approval before the repudiation is effective. Until that approval is secured, the safer course is to treat the inheritance as still open to the entity. Documenting the reasons for wanting to refuse, and presenting them to the court, is the way to make the repudiation valid under Article 1045.

Note. Statute text quoted on this page is reproduced from the official enactment and is linked to the full provision. The explanation around it is general legal information from Vivas & Nobles Law Office, not legal advice. Whether it applies to your situation depends on facts only a lawyer reviewing them can assess.