G.R. No. 206617 - Philippine Numismatic and Antiquarian Society vs. Aquino

Petitioner Philippine Numismatic and Antiquarian Society, Inc. (PNAS) is a non-stock, non-profit domestic corporation organized under Philippine law to promote numismatics and antiquary interests.
Respondents are Genesis Aquino, Angelo Bernardo, Jr., Eduardo M. Chua, Fernando Francisco, Jr., Fermin S. Carino, Percival M. Manuel, Fernando M. Gaite, Jr., Jose Choa, Tomas De Guzman, Jr., Li Vi Ju, Catalino M. Silangil, Raymundo Santos, Peter Sy, and Wilson Yuloque.

On October 29, 2009, PNAS filed Civil Case No. 09-122388 praying for a preliminary injunction against respondent Angelo Bernardo, Jr. The complaint was verified by respondents Eduardo M. Chua, Catalino M. Silangil, and Percival M. Manuel as attorneys-in-fact of petitioner, with Atty. Faustino S. Tugade as counsel.
On December 22, 2009, another complaint was filed by petitioner against multiple respondents (including Genesis Aquino and others), docketed as Civil Case No. 09-122709. This sought nullification of the November 25, 2008 membership meeting and a temporary restraining order preventing respondents from acting as officers and members. The complaint was verified by Atty. William L. Villareal, and petitioner was represented by Siguion Reyna Montecillo and Ongsiako Law Office.

On January 26, 2010, noting competing claims by two sets of parties to represent PNAS, RTC Branch 24 issued a Joint Order directing submission of pleadings and documentary proof of authority to represent PNAS.
Only respondents Eduardo M. Chua and others in Civil Case No. 09-122709 complied with the Joint Order, alleging that Atty. Villareal had no authority from the Board of Directors to file the complaint (citing Section 23 of the Corporation Code).
Respondents Genesis Aquino, Angelo Bernardo, Jr., and others questioned service of summons and sought deferral of proceedings.
Petitioner moved to declare respondents in default and for judgment based on the complaint; later submitted a Request for Admission.

On March 15, 2010, RTC Branch 24 dismissed Civil Case No. 09-122709, citing failure of Atty. Villareal to prove his authority to file the complaint and represent PNAS despite the court’s Joint Order.
The dismissal rendered moot petitioner’s motion to declare defendants in default.

Petitioner filed a Petition for Review with the Court of Appeals (CA) on May 12, 2010, under Rule 43, challenging the RTC dismissal.
On September 6, 2012, the CA dismissed the petition, affirming the RTC ruling.
Petitioner’s motion for reconsideration was denied on March 19, 2013.
The present Petition for Review on Certiorari under Rule 45 challenges the CA decision and resolution.

Whether the Court of Appeals erred in upholding the dismissal of the intra-corporate case on the ground that it was a nuisance suit lacking proper representation.
Whether the CA erred in refusing to consider a Board Resolution or Secretary’s Certificate as proof of authority to file pleadings on behalf of the corporation, contrary to established jurisprudence.
Whether the CA improperly dismissed the case on procedural grounds rather than on the merits, thereby precluding a just determination of the case.