case digest for corporation law
TAYAG v BENGUET CONSOLIDATED, INC.
Facts: In this case there was an order issued by the CFI of Manila compelling the domiciliary administrator of the Trust
Company of New York to surrender to the ancillary administrator in the Philippines the stock certificates owned by the deceased Idonah Perkins to satisfy the legitimate claims of local creditors. However, such company challenged the said order invoking some provisions of its by-laws concerning procedures to be followed in surrendering a stock certificate.
Issue: Whether a corporation can refuse to yield obedience to acts of its state.
Ruling: No. A Corporation is an artificial being created by law. It is a creature without any existence until it has received the imprimatur of the state. Hence, it cannot refuse to yield obedience to acts of its state including the judiciary.
ANG PUE & COMPANY, ET AL., v SECRETARY OF COMMERCE AND INDUSTRY
Facts: On May 1, 1953, Ang Pue and Tan Siong, both Chinese citizens, organized the partnership Ang Pue & Company for a term of five years. Prior to the expiration of the five-year term, the partners amended the original articles of partnership so as to extend the term of life of the partnership to another five years. However, when the amended articles were presented for registration in the Office of the SEC, registration was refused upon the ground that the extension was in violation of RA
1180 –an act prohibiting the extension of the term of a partnership not wholly formed by Filipinos.
Law: On June 19, 1954 Republic Act No. 1180 was enacted to regulate the retail business. It provided, among other things, 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.
Ruling: To organize a corporation or a partnership that could claim a juridical personality of its own and transact business as such, is not a matter of absolute right but a privilege which may be enjoyed
Facts: In this case there was an order issued by the CFI of Manila compelling the domiciliary administrator of the Trust
Company of New York to surrender to the ancillary administrator in the Philippines the stock certificates owned by the deceased Idonah Perkins to satisfy the legitimate claims of local creditors. However, such company challenged the said order invoking some provisions of its by-laws concerning procedures to be followed in surrendering a stock certificate.
Issue: Whether a corporation can refuse to yield obedience to acts of its state.
Ruling: No. A Corporation is an artificial being created by law. It is a creature without any existence until it has received the imprimatur of the state. Hence, it cannot refuse to yield obedience to acts of its state including the judiciary.
ANG PUE & COMPANY, ET AL., v SECRETARY OF COMMERCE AND INDUSTRY
Facts: On May 1, 1953, Ang Pue and Tan Siong, both Chinese citizens, organized the partnership Ang Pue & Company for a term of five years. Prior to the expiration of the five-year term, the partners amended the original articles of partnership so as to extend the term of life of the partnership to another five years. However, when the amended articles were presented for registration in the Office of the SEC, registration was refused upon the ground that the extension was in violation of RA
1180 –an act prohibiting the extension of the term of a partnership not wholly formed by Filipinos.
Law: On June 19, 1954 Republic Act No. 1180 was enacted to regulate the retail business. It provided, among other things, 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.
Ruling: To organize a corporation or a partnership that could claim a juridical personality of its own and transact business as such, is not a matter of absolute right but a privilege which may be enjoyed