Case Digest (G.R. No. 218269)
Facts:
In Islamic Directorate of the Philippines, Inc. (IDP) v. Court of Appeals and Iglesia ni Cristo (INC) (G.R. No. 117897, May 14, 1997), the IDP was organized in 1971 by Muslim leaders to establish an Islamic Center in Quezon City. Libyan funds purchased two parcels of land covered by Transfer Certificate of Title Nos. RT-26520 and RT-26521. After Martial Law, the IDP Board fractured into the Carpizo Group and the Abbas Group. In 1986, the Securities and Exchange Commission (SEC) nullified both groups’ elections for violating the Articles of Incorporation and ordered new by-laws and elections, but no valid Board was ever constituted. Despite this, the Carpizo Group executed a supposed board resolution on April 20, 1989, selling the IDP land to INC for ₱22,343,400, evidenced by a Deed of Absolute Sale. The legitimate 1971 Board, led by Senator Mamintal Tamano (“Tamano Group”), petitioned the SEC in 1991 (SEC Case No. 4012) to void that sale. Meanwhile, INC sued the Carpizo Group inCase Digest (G.R. No. 218269)
Facts:
- Incorporation and Purpose of IDP
- In 1971, Muslim leaders headed by Dean Cesar Adib Majul incorporated the Islamic Directorate of the Philippines (IDP) to establish an Islamic Center in Quezon City (mosque, madrasah, other infrastructures).
- Libyan government donated funds for IDP to purchase two parcels in Culiat, Tandang Sora, QC (TCT Nos. RT-26520 and RT-26521; total area 49,652 sq.m.).
- 1971 Board of Trustees and Martial Law Aftermath
- Original board included Senator Mamintal Tamano, Congressmen Ali Dimaporo and Salipada Pendatun, Dean Majul, Sultan Lucman, Delegate Alonto, Commissioner Sinsuat, Mayor Abubakar.
- After Martial Law, key trustees fled; two factions formed: Carpizo Group (led by Engr. Farouk Carpizo) and Abbas Group (led by Zorayda Tamano & Atty. Firdaussi Abbas).
- SEC Case No. 2687 (Oct. 3, 1986)
- SEC declared 1986 elections of both Carpizo and Abbas groups null and void; voided by-laws; authorized members to prepare new by-laws and call elections.
- Neither group complied; Carpizo Group’s submitted by-laws were also void for lack of bona fide members.
- Unauthorized Sale to INC
- On April 20, 1989, Carpizo Group, without legitimate election, executed a Board Resolution and Deed of Absolute Sale conveying IDP land to Iglesia Ni Cristo (INC) for ₱22,343,400.00.
- May 30, 1991: Tamano Group filed SEC Case No. 4012 to nullify the sale for lack of legitimate trustees.
- Civil Case Q-90-6937 (INC vs. Carpizo Group)
- INC sued for Specific Performance with Damages; sought to compel Mrs. Leticia P. Ligon (mortgagee) to surrender owner’s duplicate TCTs.
- Tamano Group moved to intervene; trial court denied intervention for lack of juridical personality and on grounds that intra-corporate disputes belong to SEC.
- Trial court ordered Carpizo Group to clear squatters and Ligon to deliver TCT duplicates to register INC’s deed; CA and SC later affirmed Ligon’s surrender obligation.
- SEC Case No. 4012 Decision (July 5, 1993)
- Declared Carpizo by-laws unauthorized and null.
- Declared the sale of the two parcels to INC null and void.
- Declared elections and acceptance of Carpizo trustees from 1986–1991 null and void.
- Court of Appeals Decision (Oct. 28, 1994)
- In CA G.R. SP No. 33295, set aside the portion of SEC Case No. 4012 invalidating the sale to INC.
- Supreme Court Petition (Dec. 21, 1994)
- Tamano Group challenged CA’s reversal on grounds of SEC jurisdiction, multiplicity of suits, estoppel, and laches.
- SC held that Ligon v. CA (G.R. No. 107751) was not res judicata for this petition.
Issues:
- Jurisdiction of the SEC
- Whether SEC, under PD 902-A §§ 3 and 5(c), had original and exclusive power to determine legitimacy of IDP trustees and to nullify the sale.
- Validity of the Deed of Absolute Sale
- Whether the sale executed by the Carpizo Group, lacking consent of a legitimate Board and violating Corp. Code § 40, is void ab initio.
- Application of Procedural Doctrines
- Whether principles of res judicata, estoppel, laches, or multiplicity of suits bar SEC or SC relief.
Ruling:
- (Subscriber-Only)
Ratio:
- (Subscriber-Only)
Doctrine:
- (Subscriber-Only)