G.R. No. 195215 - Empire Insurance, Inc. vs. Bacalla, Jr.

The case is an offshoot of the liquidation proceedings of the Tibayan Group of Companies, involving the recovery of 650,225 Prudential Bank common shares.
The shares were allegedly acquired through transactions involving dummy corporations (TMG Holdings and Cielo Azul Holdings Corporation) used by the Tibayan Group to defraud investor-creditors.
Some of the shares had been acquired by petitioner Empire Insurance, Inc. along with its affiliated persons (Mario A. Remorosa, Virginia Belinda S. Ocampo, Jose Augusto G. Santos, and Katrina G. Santos).

On September 24, 2004, the Regional Trial Court (RTC) of Las Piñas City, Branch 253, granted a petition for involuntary dissolution in a case involving several corporations linked to the Tibayan Group.
The RTC’s decision ordered, among other reliefs, the dissolution of the respondent corporations, the payment of claims of the petitioners and other creditors out of the respondents’ assets, and the immediate liquidation process under a receiver’s supervision (Atty. Marciano S. Bacalla, Jr.).
On August 25, 2005, Atty. Bacalla, in his capacity as the appointed receiver, filed a “Very Urgent” application for injunctive relief to enjoin the sale or other disposition of the Prudential Bank shares, fearing asset dissipation.

Bacalla, along with other Tibayan Group investors (collectively, the Bacalla group), filed a case for securities fraud, declaration of nullity, and specific performance with a prayer of issuance of a preliminary injunction before the RTC.
The complaint, filed on October 14, 2005, alleged that the shares were obtained fraudulently by dummy corporations using the Tibayan Group’s funds and subsequently sold, thereby defrauding investor-creditors.
To support the request for a writ of preliminary injunction, the complaint emphasized that the shares were in danger of being dissipated, particularly after the SEC received a tender offer to purchase them, which would render them unreachable for recovery purposes.

The clerk of court computed the filing fees based on the nominal (par) value of the shares (Php 100.00 per share) rather than their market value (allegedly Php 400.00 to 700.00), with defendants contending this rendered the filing fee deficient and the trial court’s jurisdiction questionable.
Other defenses raised by the respondents included the alleged failure of the complaint to state a valid cause of action, claims that Atty. Bacalla and the Federation of Investors Tulungan, Inc. were not real parties in interest, and the validity of the share transactions by the alleged Tibayan Group dummies.

On November 29, 2005, the RTC granted the prayer for a writ of preliminary injunction, basing its decision on the SEC findings (which included a Cease-and-Desist Order) and a memorandum from the Philippine Stock Exchange (PSE) that halted trading of the Prudential Bank shares linked with the Tibayan Group.
The RTC also upheld the computation of filing fees on the basis of the par value, invoking the presumption of regularity in official duties.
The Court of Appeals (CA) later confirmed these rulings, and the Empire group subsequently sought recourse before this Court, challenging both the filing fee computation and the grant of injunctive relief.

Whether the filing fees should be computed based on the par value of the shares, as provided by the clerk of court, or should instead reflect the market value of the shares.
The implication of such computation on the trial court’s jurisdiction over the case.

Whether the issuance of the preliminary injunction, which enjoined the sale or disposition of the Prudential Bank shares, was proper even though the Bacalla group did not directly claim personal ownership over those shares.
Whether there was any denial of due process to the Empire group in relation to the injunctive relief granted.

Whether the nature of the Bacalla group’s action—seeking nullification of fraudulent transactions rather than a direct recovery of money or property—renders the case one “incapable of pecuniary estimation.”
The consequences of such categorization on the proper basis for computing the filing fees.