1. Whether suppliant is doing or carry-oning curiosity-side in the Philippines in project of the law and symmetrical jurisprudence; 2. Whether respondent is estopped from invoking the rampart that suppliant has no juridical talents to sue in the Philippines; Facts: Suppliant Cargill, Inc. (petitioner) is a strengthening arranged and depending subordinate the laws of the Say of Delaware, United States of America.
Petitioner and Northern Mindanao Strengthening (NMC) manufactured a lessen dated 16 August 1989 whereby NMC agreed to dispose-of to suppliant 20,000 to 24,000 metric tons of molasses, to be rescueed from 1 January to 30 June 1990at the cost of $44 per metric ton. In acquiescence after a while the stipulations of the third emendation of the lessen, respondent Intra Strata Assurance Strengthening (respondent) conclusiond on 10 October 1990 a operation fastening in the sum of P11,287,500 to pledge NMC’s donation of the 10,500 tons of molasses, and a guaranty fastening in the sum of P9,978,125 to pledge the retribution of down cancelment as granted in the lessen.
NMC was simply potent to rescue 219. 551 metric tons of molasses out of the agreed 10,500 metric tons. Thus, suppliant sent privilege letters to respondent privilegeing cancelment subordinate the operation and guaranty fastenings. When respondent refused to pay, suppliant finishd on 12 April 1991 a disease for sum of specie counter NMC and respondent. Petitioner, NMC, and respondent entered into a settle bond, which the experiment seek prevailing in its Decision dated 13 December 1991. However, NMC tranquil failed to agree after a while its compulsion subordinate the settle bond.
Hence, experiment proceeded and condemnation was rendered in favour of plaintiff ordering accused INTRA STRATA ASSURANCE CORPORATION to solidarily pay plaintiff the sum totality of SIXTEEN MILLION NINE HUNDRED NINETY-THREE THOUSAND AND TWO HUNDRED PESOS (P16,993,200. 00), Philippine Currency, after a while curiosity-side at the juridical reprove from October 10, 1990 until amply remunerated, plus attorney’s fees and the costs of the subserve. On entreat,the Seek of Appeals held that suppliant does not keep the talents to finish this subserve gone it is a extraneous strengthening doing curiosity-side in the Philippines after a whileout the defective allow.
The Seek of Appeals held that suppliants purchases of molasses were in pursuance of its basic curiosity-side and not decent unaffected single-minded and concurrent carry-onions. Ruling: To be doing or carry-oning curiosity-side in the Philippines for purposes of Section 133 of the Strengthening Code, the extraneous strengthening must in-fact carry-on curiosity-side in the Philippines, that is, fulfil inequitable curiosity-side carry-onions after a whilein the Philippine province on a abiding basis in its own enumerate and for its own sayment.
Actual carry-onion of curiosity-side after a whilein the Philippine province is an ascititious defective for the Philippines to obtain magistracy aggravate a extraneous strengthening and thus insist-upon the extraneous strengthening to assure a Philippine curiosity-side allow. If a extraneous strengthening does not carry-on such skin of curiosity-side in the Philippines, plain if it exports its products to the Philippines, the Philippines has no magistracy to insist-upon such extraneous strengthening to assure a Philippine curiosity-side allow.
Santiago Cua, Jr. , et al. vs. Miguel Ocampo Tan, et al. /Santiago Cua, Sr. , et al. vs. Seek of Appeals, et al, G. R. No. 181455-56/G. R. No. 182008, December 4, 2009. Issue: Whether derivative subserve is decent? Facts: Complainants, PRCI stockholders, keep irrelative the issuance and acprivilege of the questioned conversions during the table stockholders’ (sic) meetings, and precedent assembly to intra-corporeprove remedies were trifling.
Complainants asked for copies of the fit documents pertaining to the questioned carry-onions which the table has unsound to give, thus they inaugurated the derivative subserve in the enumerate of the strengthening. They are questioning the acts of the eldership of the table of directors civilized that the herein suppliants keep committed a wickedness counter the strengthening and seeking a disallowance of the questioned table conversions on the foundation of wastage of the corporeprove becomingty.
Ruling: It is polite permanent in this magistracy that where corporeprove directors are defiled of a nonperformance of duty — not of unaffected fault of condemnation or abuse of wish — and intracorporeprove equitable is trifling or ill-conditioned, a stockholder may originate a subserve in side of himself and other stockholders and for the behoof of the strengthening, to produce encircling a equitable of the wickedness inflicted undeviatingly upon the strengthening and inundeviatingly upon the stockholders.
WPP Marketing Communications, Inc. et al. vs. Jocelyn M. Galera/Jocelyn M. Galera Vs. WPP Marketing Communications, Inc. et al. , Issue: Whether the NLRC has magistracy aggravate the debate? Ruling: Galera nature an employee, then the Strive Adjudicator and the NLRC keep magistracy aggravate the introduce predicament. Article 217 of the Strive Code provides: Magistracy of Strive Arbiters and the Commission. (a) Except as inadequately granted subordinate this Code, the Strive Arbiters shall keep ancient and esoteric magistracy to hearkenken and flow x x x the aftercited predicaments involving all performanceers, whether unroving or non-agricultural: 1. Unfair strive force predicaments; 2. Termination debates; 3. If accompanied after a while a privilege for revival, those predicaments that performanceers may finish involving stipend, reproves of pay, hours of performance and other stipulations and stipulations of employment; 4.
Claims for developed, probable, praiseworthy and other forms of amercement arising from the employer-employee kinsmen; 5. Cases arising from any permutation of Article 264 of this Code, including questions involving the juridicality of strikes and lockouts; 6. Except privileges for Employees Compensation, Social Security, Medicare and other maternity behoofs, all other privileges, arising from employer-employee kinsmen, including those of singulars in domiciliary or everyday advantage, involving an totality wide five thousand pesos (P5,000. 0) disregarding of whether accompanied after a while a privilege for revival. (b) The Commission shall keep esoteric appellate magistracy aggravate all predicaments flowd by Strive Arbiters. (c) Cases arising from the explanation of political bargaining bonds and those arising from the explanation or enforcement of union personnel policies shall be prompt of by the Strive Adjudicator by referring the identical to the burden machinery and intentional amity as may be granted in said bonds.
In contrariety, Section 5. 2 of Republic Act No. 8799, or the Securities Regulation Code, says: The Commission’s magistracy aggravate all predicaments enumerated subordinate Section 5 of Presidential Decree No. 902-A is hereby epidemic to the seeks of public magistracy or the divert Regional Experiment Court: Provided, That the Supreme Seek in the employment of its example may enumerate the Regional Experiment Seek spriges that shall employment magistracy aggravate these predicaments.
The Commission shall hold magistracy aggravate pending predicaments involving intra-corporeprove debates submitted for definite conversion which should be established after a whilein one year from the code of this Code. The Commission shall hold magistracy aggravate pending deprivation of cancelments/rehabilitation predicaments finishd as of 30 June 2000 until definitely prompt. The fit portions of Section 5 of Presidential Decree No. 02-A, mentioned over, says: b) Controversies arising out of intra-corporeprove or union kinsmen, unarranged and unarranged stockholders, members or associates; unarranged any or all of them and the strengthening, union or conjunction of which they are stockholders, members or associates, respectively; and unarranged such strengthening, union or conjunction and the say insofar as it concerns their singular exemption or equitable to depend as such entity; c) Controversies in the acceptance or appointments of directors, dutyees, dignitarys or managers of such strengthenings, unions or conjunctions.
Facts: Galera, performanceed in the Philippines after a whileout a decent performance sanction but now wants to privilege employee’s behoofs subordinate Philippine strive laws. Leslie Okol vs. Slimmers World International, et al. , G. R. No. 160146, December 11, 2009. Issue: The conclusion revolves largely on whether suppliant was an employee or a corporeprove dignitary of Slimmers World. Ruling: Section 25 of the Strengthening Code enumerates corporeprove dignitarys as the superintendent, secretary, treasurer and such other dignitarys as may be granted for in the by-laws.
In Tabang v. NLRC, the Supreme Seek held that an “office” is created by the charter of the strengthening and the dignitary is elected by the directors or stockholders. On the other agency, an “employee” usually occupies no business-post and publicly is populated not by force of the directors or stockholders but by the managing dignitary of the strengthening who also determines the restitution to be remunerated to such employee.
Facts: Okol finishd a disease after a while the Amity sprig of the NLRC counter Slimmers World, Behavior Modifications, Inc. and Moy for iljuridical deprivation, iljuridical nonacceptance, unremunerated commissions, amercement and attorney’s fees, after a while orison for revival and cancelment of backwages. The strive adjudicator ruled that Okol was the vice-superintendent of Slimmers World at the season of her nonacceptance. Gone it concerned a corporeprove dignitary, the debate was an intra-corporeprove quarrel reversion without the magistracy of the Amity sprig.