G.R. No. 210452 - People vs. Mamalumpon y Banez

On 22 March 1995, the Philippine Government and WMC Philippines (a wholly-owned subsidiary of WMC Resources) entered into Financial and Technical Assistance Agreement No. 02-95-XI (Columbio FTAA) under Executive Order No. 279 and DAO No. 63 (1991) for large-scale exploration in a 99,387-hectare area in South Cotabato, Sultan Kudarat, Davao del Sur, and North Cotabato.
A portion of the Columbio FTAA overlapped 156 mining claims held under MPSAs by Southcot Mining Corp., Tampakan Mining Corp., and Sagittarius Mines, Inc. pursuant to an Option Agreement (25 April 1991, amended 15 July 1994) granting the Tampakan Companies a right of first refusal on any disposition of WMC Philippines’ interests.

On 12 July 2000, WMC Resources agreed to sell its entire shareholdings in WMC Philippines to Lepanto Consolidated Mining Co., subject to the Tampakan Companies’ right of first refusal. Lepanto sought DENR Secretary approval on 28 August 2000; Tampakan Companies exercised their right on 6 October 2000; Lepanto objected on 13 October 2000.
Lepanto filed Civil Case No. 01-87 in the RTC of Makati for injunction, specific performance, annulment of contracts and contractual interference. The Court of Appeals dismissed the case on the ground of forum-shopping, a decision affirmed by the Supreme Court on 24 September 2003.

On 10 January 2001, WMC Resources and the Tampakan Companies executed a new Sale and Purchase Agreement designating Sagittarius Mines, Inc. (a Filipino corporation) as transferee; Sagittarius increased its authorized capital to ₱250 million and acquired WMC Philippines’ shares by Deed of Absolute Sale dated 23 January 2001.
After evaluating Sagittarius Mines’ technical and financial qualifications, the DENR Secretary approved the FTAA transfer on 18 December 2001. Lepanto filed a Petition for Review with the Office of the President, which was dismissed on 23 July 2002. The Court of Appeals likewise dismissed Lepanto’s appeal on 21 November 2003.

Whether Section 40 of Republic Act No. 7942 (Philippine Mining Act of 1995), requiring prior presidential approval for assignment or transfer of FTAAs, applies to a contract executed before the Act’s effectivity.
Whether the absence of presidential approval for the transfer of the Columbio FTAA violates the constitutional prohibition on impairment of contracts and due process.
Whether the doctrine of primary jurisdiction and requirement to exhaust administrative remedies bars judicial relief on the validity of FTAA transfers.