Title
Philippine Communications Satellite Corp. vs. Sandiganbayan 5th Division
Case
G.R. No. 203023
Decision Date
Jun 17, 2015
PHILCOMSAT sought to compel PCGG to lift opposition to PHC's stock listing; SC ruled it an intra-corporate dispute, under RTC jurisdiction, affirming dismissal.
A

Case Digest (G.R. No. 203023)

Facts:

Philippine Communications Satellite Corporation and Philcomsat Holdings Corporation v. Sandiganbayan 5th Division and Presidential Commission on Good Government, G.R. No. 203023, June 17, 2015, the Supreme Court Second Division, Carpio, J., writing for the Court.

Petitioners are PHILCOMSAT and PHC. PHC (formerly Liberty Mines, Inc.) amended its capital stock pursuant to a Memorandum of Agreement (13 September 1995) and a Supplemental MOA (24 June 1996), under which PHILCOMSAT subscribed to 79,050,000,000 newly issued PHC shares; PHC later changed its corporate purpose and sought PSE listing for the increased capital stock. While the PSE was considering the listing, then-PCGG Chairman Camilo L. Sabio on 1 March 2005 requested suspension of the listing, citing unresolved competing claims between two sets of POTC and PHILCOMSAT directors.

The PSE Listing Committee deferred action and referred the matter to its General Counsel (22 March 2005); the PCGG reiterated its request on 7 June 2005. In November 2007 new government nominees were appointed to POTC and PHILCOMSAT boards, leading to special stockholders’ meetings on 19 November 2007 that elected new boards and officers for POTC and PHILCOMSAT. On 7 May 2008 the PCGG issued En Banc Resolution No. 2008-009 recognizing the validity of those 19 November 2007 meetings and confirming certain government nominees to the boards.

In 2011 PHILCOMSAT demanded that the PCGG rescind its objection to the PHC listing; after no substantive reply, PHILCOMSAT filed suit on 1 February 2012 before the Sandiganbayan to compel the PCGG to withdraw its objection to the PSE listing of PHC's increased capital stock. The PCGG moved to dismiss. On 3 May 2012 the Sandiganbayan issued a Resolution granting the PCGG’s motion to dismiss for lack of subject-matter jurisdiction, reasoning the complaint was essentially a suit for specific performance (thus within the exclusive original jurisdiction of the Regional Trial Court under Section 19 of B.P. 129, as amended by R.A. 7691) and, substantively, an int...(Subscriber-Only)

Issues:

  • Did the complaint filed before the Sandiganbayan involve an intra-corporate controversy?
  • If the dispute is an intra-corporate controversy, did the Sandiganbayan have jurisdiction to hear and decid...(Subscriber-Only)

Ruling:

  • (Subscriber-Only)

Ratio:

  • (Subscriber-Only)

Doctrine:

  • (Subscriber-Only)

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