Republic of the Philippines

REGIONAL TRIAL COURT

Seventh Judicial Region
BRANCH 10
Cebu City

MR. LUKE DEIDER,

Plaintiff,

—versus— Civil Case No. 123456789

For: Sum of Money

SURIGAO ISLAND SALES CORPORATION,

Defendant.

x----------------------------------------------------x

ANSWER WITH COUNTERCLAIM

DEFENDANT, through the undersigned counsel, by way of Answer in

response to the Complaint of Plaintiff, most respectfully states that:

Admissions and Denials

1. The contents of paragraph 2 of the complaint received referring to

Defendant Corporation (Corporation) are admitted, but specifically
denies Ms. Arianne Santos as President and Ms. Rona Santos as a
Representative of herein Defendant Corporation because Ms.
Arianne had long ceased to be the president since July 8, 2008 and
that Ms. Rona is not an employee or in any way connected to the
defendant Corporation in any manner, directly or indirectly;

2. Paragraphs 3 and 4 of the complaint received are specifically

denied since the Corporation possess no knowledge or information,
whatsoever, sufficient to form a belief as to the existence of the
said letter nor its contents confirming the alleged obligation of the
Corporation in favor of plaintiff, as the former came to know such
allegation only upon receipt of the complaint;

3. Paragraph 5 of the complaint received is specifically denied since

the Corporation possess no knowledge or information, whatsoever,
 sufficient to form a belief as to the existence of such obligation and
did not contract any obligation in favor of plaintiff as the latter is
in no way acquainted to the Corporation nor the latter know the
plaintiff, much more contract any obligation with Ms. Arianne, as
the Corporation already have severed all of its ties and connections
with her from the time she ceased to be the President of the
corporation;

4. Paragraphs 6 and 7 of the complaint received are specifically

denied because the Corporation possess no knowledge or
information, whatsoever, sufficient to form a belief as to the
existence, more so as to the contents, of the said promissory note
since the Corporation did not and have never executed a
promissory note nor contracted an obligation in favor of plaintiff,
and assuming arguendo that there exist a promissory note executed
by Ms. Rona, such note is in no way connected nor does it bind the
Corporation since the former is not an employee nor in any way
connected to the corporation;

5. Paragraph 9 of the complaint received is specifically denied as the

Corporation possess no knowledge or information, whatsoever, of
any debt that has become due as it always pay on time and with the
exact amount of any of its debt to any of its creditor, and admits
that no payment was made by the corporation in favor of the
plaintiff as there was no obligation to be paid in the first place;

6. Paragraph 10 of the complaint received is specifically denied for

having refused to receive such letter as the Corporation instructed
its employees to inform any person, intending to deliver a letter to
Ms. Arianne using the Corporation’s address, as it became the
practice of the former to receive letters, personal or not, through
the said address, to direct the delivery of said letter to 354-L
Terry’s Compd., King’s Road, Camputhaw Cebu City, the address
made known to the company by Ms. Arianne during her entire
employment as her present address, and affirms that no payment
was still made as there was no obligation to be paid in the first
place;

7. Paragraph 12 of the complaint received is specifically denied for

the same reason mentioned in the immediately preceding
paragraph herein; and

8. Paragraph 13 of the complaint received is specifically denied as

there was no existing obligation in favor of plaintiff to be complied
in the first place.

Affirmative and Special Defenses

9. The Complaint lacks a cause of action and is a malicious lawsuit

against Defendant Corporation since there was no loan to talk
 about being a product of fraud and sham and was not validly
executed by Ms. Arianne Santos, having ceased to be the President
of the corporation at the time of the alleged execution of the said
loan;

10. The President of herein Defendant Corporation is Mr. ACE

ASUNCION since July 9, 2008 as shown by a Board Resolution
confirming his appointment (Annex 1);

11. The Defendant Corporation posted Notice of Termination (Annex

2) of Ms. Arianne Santos as President effective July 8, 2008 in two
(2) conspicuous places of the principal office of the defendant
corporation, and published in newspaper of general circulation in
the Philippines (Annex 3);

12. At the time of the alleged execution of the Letter of Undertaking

and Promissory Note, Ms. ARIANNE SANTOS was no longer
connected to the Defendant Corporation;

12. 1 That the alleged Letter of Confirmation (Annex A) was

executed on Februrary 23, 2010;

12.2 That the alleged Promissory Note was executed on May 3,

2010;

12.3 That at the time of the execution of the above alleged

documents, the President was Mr. ACE ASUNCION;

13. Since Ms. Arianne ceased to be the President of the Corporation as

early as July 8, 2008, she no longer have the authority to contract
with another in representation of the Corporation nor bind the
latter, thus, her acts were purely personal in character and in no
way the acts by the Corporation;

14. The documents attached in the Complaint are questionable in all

aspects as shown by the fact that the Promissory Note (Annex B)
and the Letter of Confirmation (Annex A) have different signature
signed above the name of Ms. Arianne Santos;

15. The alleged Demand letters (Annex C and D) were delivered to the
Defendant Corporation but the latter advised the postman to direct
the delivery to 354-L Terry’s Compd., King’s Road, Camputhaw
Cebu City, the address made known to the company by Ms.
Arianne during her entire employment as her present address as
she was no longer connected with the corporation, and as per
agreement between her and the latter upon the cessation of the
former’s ties with the corporation;
 16. The Corporation came to know the contents of the letters initially
delivered to it and subsequently redelivered to Ms. Arianne’s
address upon receipt of the complaint;

17. The Corporation only came to know of the Plaintiff Mr. Luke
Deider through the demand letters, thus, the impossibility to
contract any obligation in favor of the latter on the alleged dates;
and

18. The Corporation was never acquainted nor authorized Ms. Rona
Santos to be represented in any of its dealings since Ms. Rona
never had been an employee, much more an officer of the
company, as shown in the corporation’s officers and employees
directory as of 2008 (ANNEX ?).

Counterclaims

DEFENDANT reiterates, repleads and incorporates by reference all the

foregoing insofar as they are material and additionally submit that it is entitled
to relief as follows:

a) Moral damages amounting to Two Million Pesos (PhP 2, 000, 000.00)

for the mental anguish and besmirched reputation that this malicious
and baseless suit has brought to the defendant corporation;

b) Nominal Damages amounting to Fifty Thousand Pesos (PhP 50,000.00)

for the violation of the defendant’s rights;

c) In order to protect its interests in the instant suit, Defendant was

compelled to engage the legal service of counsel, for an agreed
professional fee of four Hundred Thousand Pesos (PhP 400,000.00).

Prayer

WHEREFORE, Defendant most humbly and respectfully prays that

judgment be rendered in its favor by granting the Counterclaims of (a) Two
Million Pesos (PhP 2, 000, 000.00) as Moral Damages, (b)Fifty Thousand
Pesos (PhP 50,000.00) as Nominal Damages, and (c) Four Hundred Thousand
Pesos (PhP 400, 000.00) as Attorney's fees.

Other just and equitable reliefs are likewise prayed for.

Cebu City Philippines, January 5, 2018.

ATTY. ARNOLD ARAN ABRIL Counsel for the Defendant
CAMA (Carriedo, Abril, Macmac, Alvero) Law Firm
Phoenix Sun Business Park Tower 2, Maasim City
Attorney’s Roll No. 79023
IBP No. 984562 / June 30, 2018 / Cebu City
PTR No. 923723 / May 15, 2018 / Cebu City
MCLE No. 18-00046735 / October 17, 2018
arnoldabril@gmail.com
(032)-254-1712
NOTICE TO THE PUBLIC