Corporation Law Digested Cases
1. Tayag vs. Benguet consolidated INC
26 SCRA 242
Facts: Idonah Slade Perkins died in New York on March 1960, the domestic administrator in New York refused to give the Stock Certificates owned by Perkins in the Benguet Consolidated Inc. to the Ancillary administrator here in the Philippines for the purpose of satisfying the legitimate claims of local creditors. The Court of First Instance of Manila decided that the Stock Certificates was considered lose because of the refusal of the domestic administrator in New York to give such certificates to the ancilliary administrator here in the Philippines and ordered Benguet Consolidated Inc to issue New Stock Certificates to the Ancilliary administrator. Benguet refuses to obey the order of the CFI of Manila on the ground that it is in violation of the Corporation By Laws.
Issue: Whether or not the Benguet Consolidated Inc is covered by the orders of the COURT.
Held: The Supreme Court Held that “a corporation is an artificial being created by operation of law, it owes its life to the state, its birth being purely dependent on its will”. It is logically inconceivable therefore that it will have rights and privileges of a higher priority than that of its creator. More than that, it cannot legitimately REFUSE to yield obedience to acts of its state organs, certainly not excluding the JUDICIARY, whenever called. It is not immune to judicial control in those instances, where a duty under the law as ascertained in an appropriate legal proceeding is cast upon it.
2. Ang Pue & Co vs. Secretary of Commerce
Facts: Ang Pue and Tan Siong organized a partnership for a term of 5 years. Their agreement provides that they can extend the partneship for another 5 years by mutual consent.
In 1954, RA 1180 was enacted to regulate the retail business. Said law provided that, after its enactment, a partnership not wholly formed by Filipinos could continue to engage in the retail business until the expiration of its term so
26 SCRA 242
Facts: Idonah Slade Perkins died in New York on March 1960, the domestic administrator in New York refused to give the Stock Certificates owned by Perkins in the Benguet Consolidated Inc. to the Ancillary administrator here in the Philippines for the purpose of satisfying the legitimate claims of local creditors. The Court of First Instance of Manila decided that the Stock Certificates was considered lose because of the refusal of the domestic administrator in New York to give such certificates to the ancilliary administrator here in the Philippines and ordered Benguet Consolidated Inc to issue New Stock Certificates to the Ancilliary administrator. Benguet refuses to obey the order of the CFI of Manila on the ground that it is in violation of the Corporation By Laws.
Issue: Whether or not the Benguet Consolidated Inc is covered by the orders of the COURT.
Held: The Supreme Court Held that “a corporation is an artificial being created by operation of law, it owes its life to the state, its birth being purely dependent on its will”. It is logically inconceivable therefore that it will have rights and privileges of a higher priority than that of its creator. More than that, it cannot legitimately REFUSE to yield obedience to acts of its state organs, certainly not excluding the JUDICIARY, whenever called. It is not immune to judicial control in those instances, where a duty under the law as ascertained in an appropriate legal proceeding is cast upon it.
2. Ang Pue & Co vs. Secretary of Commerce
Facts: Ang Pue and Tan Siong organized a partnership for a term of 5 years. Their agreement provides that they can extend the partneship for another 5 years by mutual consent.
In 1954, RA 1180 was enacted to regulate the retail business. Said law provided that, after its enactment, a partnership not wholly formed by Filipinos could continue to engage in the retail business until the expiration of its term so