Facts:

• The case "Gonzales v. Philippine National Bank" involves petitioner Ramon A. Gonzales, who sought to inspect the books and records of the Philippine National Bank (PNB).
• Gonzales represented himself, while Juan Diaz represented the respondent, PNB.
• The case was decided on May 30, 1983, under G.R. No. L-33320, with Justice Vasquez as the ponente.
• Gonzales acquired one share of stock in PNB to gain the right to inspect its records.
• He requested to examine the bank's transactions, including the financing of a US$23 million sugar mill, the construction of the P21 million Cebu-Mactan Bridge, and the construction of the Passi Sugar Mill in Iloilo.
• PNB denied his request, leading Gonzales to file a special civil action for mandamus in the Court of First Instance of Manila, which dismissed his petition.
• Gonzales then appealed the dismissal.

Issue:

• (Unlock)

Ruling:

1. The court ruled that a stockholder's right to inspect the books and records of a corporation can be denied if the request is not made in good faith or for a legitimate purpose.
2. The court held that the charter of the Philippine National Bank, being a special law, takes prece...(Unlock)

Ratio:

• The court's decision was based on several key points:
  • The new Corporation Code (Batas Pambansa Blg. 68) introduced limitations to the right of inspection, requiring that the request be made in good faith and for a legitimate purpose.
  • Gonzales failed to demonstrate a legitimate purpose, as his motives appeared to be driven by a desire to gather information for use against PNB, rather than for any interest rela...continue reading