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    10 views33 pages

    Corpo 1 PDF

    Uploaded by

    Sai Rosales

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    © All Rights Reserved
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    of 33
    LBC Express, Inc. vs. Court of Appeals -_ A 608, Se enka a eft Ponente: Justice Puno Facts: Adolf M- Carloto, incumbent President-Manager ee of Labason, alleged that fee instructed tego te Manila te follow on the Banks p lan of pay ) ayment eed obligations with davel | Bank's i of fie ‘where he rele 4 round trip tichef and phore his sister tosend him Ans vy) a which LBC failed fodeliver, and evertaall y, Carloto was not able to’submit the rediscountin " dicamons, and te Bank was made. Ta pay the Centra] Bank 733,000 00, as fen Pe and alle Ileged athe suf ~fered soibanassoaT ied io ‘tion. The Ruro| Bank of Labason was later on joined as one of tHe plaintitt and roy red) for He veimburse men? of P.34,000-00- Carloto and rhe Bank were fed ot and| etem 7 lary damages of 710,000.00 ancl #5,000-00 reyect rely. Tssue: Whether or rot the Rural Bank of Labe.son, Ene being an artifiala) being, should be awarded meval damages ? ae La Mora) ana et aegeio in kar pla sue NH | ang wish, Fir if b Serious anniely besmi fe 5, oral al sho } sical humifatioh and in Fe oni oiporert'an , beAng an artifictal person o Having eftstence ony in nie al mani lation, has no feo cho emotions, ho Senses, Hheetive, iF Cannot experience. pi psi setiery ard menta| anguish: Mental suffering can be experienced only byone. having a = system, ard iF flouk from real ills, sorroud ad groves Ife -all whch cannot be sutfered by tHe ura a ie, Trey as an arti ~fictal perton- pls thay, wounded Filipinas Broadcasting Network vs. Age Medical and Educrtional Cerrtey 442 SCRA 413, January [F, 2005 Porente: Taste tpio Facts: Rima and Alegre. were hast of Filpinas Breadcastng Never Ire radio v0aratn “Expose e Ago was the owner of He Medical and Educatjonel te [subject of He radio piajrom “Expose * AMEC dained that the proad casts were defamatory and over Ago and schoo] AMEC claimed tor da -masyes The complaint Further alleged that AMEL isa be learnin instthetion. With the s pposed 20, FBN|, Rina and Alewe ‘ans tel mnaltcious Inpurtations dndas such, destroyed pleintitt's repatation. FAY) vas included - defendant tor all ly fal ing to exercsse'due diltsene in the selection and supervision st its emphyes- The tra) court found Rinals Statements to be within He bunds teed of sgeech and ruled that the broadcast was libelous. T+ ordered the defendants Megre and FBM) topay AME 7-300, 000.60 for mora] dainages- Lisug: Whether or not AMEC is entitled fe moral damages ? Held: Yes. AS a general rale, a Jaridteal pesn Js net entitled fo meral damages, because anbke-4 natural we it-cannat expenence physical suffering or such Sentiments as wounded feelings, serious amtiely, mental anguish or mura) shock. Nevertheless | MEC dali or 10 dra) damages fal] under item 7 of Art. 2414 of the New Gui) Gde-This ronision authorizes the recovery of moral damages in Cues of libel, ‘slander ar any form of defamation AA. al TF does not gality whether the’plaintit# is a natural or Juridica) person. There ore, b ue ofan eet, a juridical peson SUCH as 4 Copormiion caval a Inplain for [hel or any other orm of defamahan and cain tor mora] dainages. CIR vs. Club Filipino, Dre. De Cebu SSCKA 318, May 3), 1968 Porente: Justice Paredes Facts: Clab Filipint, Tne De Cebu gporses a clabhouse, a bowlin alley a olf coarse anda bar restautant where. it-sells wines, ly 5, 50 tlio, ineals and short ordees to Hts members and Heir quests. The-bar and sertawant was a necessary ncrdent To He peration of He Cub and ib golf ause is oferated fend with funds derlved trom membeshp tees ae Whatever rotits it had’ were used to detiay its oterhead expenses and inprove its golf coarse: Tn (45), as aresal-of capta| surplus anising from He. yevaliaton ot its real prpeckes, the Clap dedlaied stock dividends. In (154, He blk assessed petites fares on the grets vecipt of fhe Club's par and vestay rant porseant +e Tor Code. Losue: Whether or net the Club is luble far the assessment, and isa stock corporation ? Held: No. The. lability or fred and ercentaye fares does not ipso tae attach by mere reason of-He operaton of a bat and restaurant. Poy the lability te attach, the port theredt must-be engaged tn the. business as a bar hegper and restauvantew, The factthat the Club denved profits tam the operation oF Hs bar and vestauvent does rot necessarily convert ik ito a roti ona king errlerpnie: Theta club makes post does not male Ha ofit~ making club "The Club is neha stack carpuation as tts pot t, aged in He business of spevator of&-bar and vettauvant. For a steck corporation te exist, two (2)regunsifes must be complied with: (i)a capital stock divided inte shares, (a) an authony to distribute. fe He. heldets of such shares, dividends or ‘allotments ot suplas prot on He basis of He shares held. PNOC- Energy Development Corp. vs. MRC a0l Sees ‘ah Saploobe i), [44] Ponente: Tastice- Paras Facts: Danilo Mercado, an em leyee. o€ herein petitiener (NOC ~ENC was dismissed on He ey of dshokeky and violation of compaty rales and regulations. He Filed an illegal dtsynseal complant betore the ALAC who raled on his Cavour, ie the motion to dismiss of PNOC~ BDL that the CSC has jurisdiction over the case. Tissue: Whelter or not NLRC has_jartsdiction over He case.? Held: Jes. Employees of G0LLs, wheter created by special lay w formed as subsidianes under the Coporation Law ale governed bythe Cuil Service Law and rot the Labo Gde, under He. [993 CanStitution has been saat by He present Constitution. Thus, under He presen! State of th aw, tHe'test in determining whether a Goce is subject fo the Civil Servive Law is He-manner & its creation, such hat? over niner|- corpontions cheated by § ecial Charter ae. Subject fits rows is while those tncaperated under the General Coyperaton Law ate not within is cworaye- PNOL has its yecial charter! but its subsidiary /, PWC Et, havirig been incorporated wrder te General Corpoatin Lay was held to We a GOL whose enplsjes are subject fo the prom'viens ofthe Labor Code. National Coal Company v5. CR [6 Phil 523, Deceotber 4, Ifa4 foverfe: Justice Tohnson Facts: The National Coal Cy ny wos created Foy ihe pape of devel ping the coal indastry in He nie and was actual engaged ir in He mi -ning of coal on reserved (ards belonging to the = “a breught-an action for He purpose of recovering a sum of money alle ly pald by under a he defendant, aspecife tar on Some ii oF claimed erem ion tram fares inde Sec [469 of He hie Cede. which provides that" on all coal and coke Shall bo collected per metnc fon tty Lemtaves” OF the 30,000-00 shares issued! by the corpora my He Phi'lj ip ne government is He owner of F204 shots or substantia MY al of He Shaves of the company. Lssue: Whether or not the National Coal langeny isa poblc wipombon? Held: Wo. The Wationa| Coal on Is aprivate corporation . The mere fact that the. government happens to'be a yn ajority stockhalder, dies not make ce coyporaton. As a private corporation, H-has no greater rights, and vivileyes than' an = Co spornbon whit a be onanisad He same! puygése under veh baw, and cerfaln Iy ius mot The intention! oF tHe erntaw Toy Wwe ita peterene or night or privilege oler other [e Shine conorakion In the mals of cma]. Red Line Transportation Co. vs Rural Transit Co- 60 Phi]: 544, ae 6, [934 Ponente: Justve Butte Facts: Rural Transit Co- Ltd. Filed with He Pablc Service Commiss ion an ane fora certificate of public convenience far a new trans po tion service between Tasuegarao and Plagan- Ked Line Trangport Co- oppased, allegin that it alyea ly holds a certiticate of public con ~veience. on Said route, and is ‘Yenderin adeprate an Satistactry service: The certificate was issued in the name o€ Bachvach Motus Coy Tne: and Rural Transit: Co- Ltd: is being used by Bachrach Motns Coy Inc only as a tradename Tssye: Who is the veal party in Interest? Held: Bachrach Motors Co,Tnc- was the veal rly in interest. A corporation, once formed, Cannot use any hele name. unless ithag been amended in accordance with law as this would result in confusion and Inay open the door fo traud and evasion as well as difficulhios o€ administration and saperusion- A cavperation has no 8 oF implied authority To assulne another name: The assumpktn of Bach ch Motots Co. Ene: the-name. of Rural Twansit (é,, Ltd: as its tradename is void: Universal Mills Cor Wp VS Universal Textile Mills, Dre. 78 SCRA '6A July 38, 1977 Ponente: ale Barredo Facts: Universal Textile Mills, Ine: was registered with the. SBC earlier than Universal Mille Con. Universal Tertile Mills, Doc: alle leged at because of the sinilordy of ts coprorate name to tinea Mills Corp news Hes mi ppear on leas apes carryi pie on the she created uncertal Sod on Lame bankers, aah and customers. So’ Universal Textile Mille, Dre. ra heép announcernent and clavitied that it was Universal Mills (op. whose fifee y was pened Chiversa! Mills ee maintained el eames He} wo (8) cxporatiens ave not similar and even if fhere-be some. sand L pee confusing or derephie- SEL erdered Universa | Mills Cop. ne if ppm jae on the graund hat its “catuslgh pa Tissue: Whether or not te SEC exereited grave abace of dsvefen in ordering Universa) Mills Cup. fo change ‘Fs cuparete name? ceptively simi lay’ to Chive] | Tertie Mills, Tn. Held: No- The. calpoate names ih genie are not} identical, but the) they are andispytably'so similar. Apne on, once-Cormed, cannfuse! any other name, ankess it hat beeh amended in actordanre with lew, this would vesult in corfuston, and may pen the door to faud, and evasion, as well as diffical Ihes obadintttation and syfersson, B a cc Philpp ines, Inc. vs- Court-of Appeals i Ah AD Mioeh agg i = aon % lushee Feliciano Facts: Lyceum of te Philt, Inc. is an educational coporation pepistered with the SBC on (950 and has used its name trom he +t time on. Tf petitioned prrcedings betore the SEC To cunpel rey expondents which ae ~~ fien di teint vrovinies to deed. te word “Lyceum “from thelr cuporate- nawtes fearing ¢ of ves of the SEC attinmed Oe es to have an pe visht tease the word “L Lyreuwn 0h appeal FL en panc reversed ving of ters decison, oh they youn eae The. geographi a names fo the. wad “Lreun "serod eee todistin igh Hehe fom one anther. CA affirmed SECen banc. Tssue: Whether or net He private i ordents should pe divected to delete tHe word “yeun! ” tom thdir coiporate names ? Held: No- The co ape natres of private yespondents' institutions are considered not-identical with or! dec ef Similar fo that of Lytexm of the Philsy The: Confusion or dewey % prechided by tela attach ~ment of- cogiphi locations to th vard il eum | She 8 ts hold to apply: x oF against foreign corporat iony- es the ward" "bream! Is generic, ee notacutved 4 secondal eating The doctrine of adhe hs is a word orp shrase. ors hall incapable of exclusive. a ‘hn v 7 Fh eturome ihe an arbre in the a because of pine He Ih yor otherwise descriptive, Ht eer Holes have beon He ; long ‘and so exclusive) ely by one wee with veference to his article that, in thatfrade. and ‘o thdt branch of the urclasing publi, He-word a phrose has become to mean that fhe ae was his iis duct. Philips Tae rata VS ny of i a forete: eH Mobke C0-| Herren Facts: Philps Export B-V- (FBV) is the registered owner ofthe trade ry PHILIPS and PHILIPS SHIELD EMBLEM issued by te pie tent Offre: Philps Electric. Lamp, Ine: and Phil i boda Derlnert Tre: bre He authorized users of fa A at oo Export BV. filed a case with SEL pry vying tor a wrt of iuhchon Peprchibit Standard Prilps op te ‘ram wing the. ward HH [LIPS” in its Comporate- name, which yas wend and affirmed Wile Court of tipeals. Lssue: Whether or. not Standard Philips should pe divected to delble the word “PHILIPS” from is Caporaté name? Held: Jes. The corporate names of Philips ypert B- V- and Phikps Standard are net dentical, put it lend one'to conclude that Ye word “PHILIPS” ix the dominant word. The test is whether tHe similarity is sach as to miskad a persen ati & ord ay care and discrimination: Sec: lp tv rg usites, on ka hibition on eure of colporate vibe. whit choat be. any ot ver: (1) Com pi -nant coyporation acpuived . over tHe use aio & Bi na ., (a) 1 Bait is either: (a) Ldertica), (b) Det tial, or ntaingy ‘hile ae existing co elas zi other nameale ready p rotected py | ie and Ce ‘a tent) ly deep Vey Comtisting or conn extthing law. Clavecilla Radto System v5 Antillon SA 374, February Lf, |167 Ponente: Justice yale Facts: The New Cogay an Greery filed a cony Maint agains} Clavec'lly Radio System roe | incl in the l= ofa message which Chang eal the oon tex dake causing damages «The cong lair is filed in the City burt of Cagayan de A Tissue: Whether or not He case filed in ogayan de 0 willpreger? al attire ts established Clarécilla Radio System has fits Ingpea) of ve } _ = a? it follous that suit be fi ly in Manila City. The that Cavecilla Radio System mairtaiks branch offie in Some = of the country, Itdees hot mean thatit can besued in any these places eld : No. The residence of a here Is She where the ap CIR vs- Mannin 66 SCRA 4, Aw woh (47 Foren techie Gastro Facts: Manta Trading and Supp) (a. (MANTRAS) had an auth onized capital stock of 4-5 million it AS, 000 shares. 34, J00 shaves were olyned by Julius Reese and te vest at [00 shares each, by He thee (3) vespohdent Manning, McDonald ard Simmons. Atrust ay rement was drecated between Reese, MANTRASCO, the [aw frm as TRUreBs and the. three. (3) respondents wherein yon Keeso.'s death, MERAY and tts twe (2) cubsldianes would con tne urderthe mata oF the thee (3) respondents. fese ded, full rancter of it-shere to MAWTKALCO was nee made for lack of sufficient fands hence, his shares wos held in Wart by He law tin. Aspectal neering happened and resolved that 84,700 shaves jn treasury be yererted back fo the oer ateunt as Steck Alvidend frddbuko ve of Reesels interest wos finally aid by MAVTRASC, and +he law fry TRUITBES delivered it-48 inarahece BIR e-amined MAVTR AAO books, and fourd that the A4,20.shars anonted to P74 million, and He. respondents faikd fo declave the satd stook dividends. Lasue! Whether or net He shates involved ave. treasury shares ? Held: No. Under the terms of-Hhe tr agreement, the shares of stock of Reese. ar ipated jn dividends which the trustee received and rated aport. Being in the treasury, they ob net have the states of att tering shaves. The essential features ofa fveasuvy shave. ave. lacking in tHe quettoned shaves. Only outstandin copia Stock ented f He ptt of role ad reel divider ‘The entive pi P ys Heirs of Gamboa vs- Finance Sectebary Teves 68 SUA 34% October 4, 4014 Ponente: Taste Capio Facts: From the June 38, doll decision of He court, a motion fir wecons; -deration was bled by tHe Philgpine Stock Brchange (p5E) fresident, Manuel Pangi iran, spoleen Nazareno and the Secanikes and Exchange Commission (36) He court held that He term “capital” in Sec- ll Xl of fhe ConsLitahn vetoes only t shates of stock! thet can vete- in He lection of divectors , ard Hus vefer only fo common shares and not to te total eutstendling capital Shock: Tssue: Whether or not the term “captte] “includes both voting and ran ~ voting shaves? Held: For pugoses of anghenc with te nafonalgntoy [eu5, the vord =e “vettes only b skates of shck entited to vete- The cnshiatvonal p uision yeserving to thly ine Nakonal the operation of publt dives ov Preaporations of which $0% of He cy / stock sated IS owned — of the Philypines 3 reteas only fe shares with voting rights The 0-40 nationality reppitement apples to each cass of shaves. Under He Corporation Code’ capital stock consists of- all clases of shaves iesued stockhlden ty tal is common Shares as well as poetened shaves, which may have diffeent vi 1 pol or restnckons as stated in the articks of Incypoation- The 6 to. auneship yep rivement in tuor of Pilipin atizens must wy sepnatey fr each claks of shates i yhetey commen, prtened non-voting / pretend voting or any otley ‘class af shares. co ia pee ment, (0- VS- Pm ko ds, Ode ene fa 937 ae Tustice La Facts: ‘og [rs owns four ne pat a of land i in fp fps, (aga -yan: On May 31, 1930, Tabera executed @ deed of sale fo Gyayon Fishing vet iments a which is chil]ander the protess of incorgoration- jn Fishing filed ts Articles of Dncororakon witth He Burean or inmeyte ow Tndustry on Octofey 4a, so. A A year later, befoe the issuance of He certheate of Inca oration |The Board of Directors of Ca ayan Fishing, a ipted 4 renjution fotell te four (4) parceté iE oF land to Seale Sandiko- Lssue: Wheth + the sub + sale of He four (4) parels olnd tale ps aid 1 ate 7 er pe Held: No- Co eae can only enter inte a contact FtHe — fall and complete organizahoh and enstence as an enby ayn Fishing Deck, oe a a ut ina porated when it me into - camtide of

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