Title
RCBC Capital Corp. vs. BDO Unibank, Inc.
Case
G.R. No. 196171
Decision Date
Jan 15, 2014
Arbitration dispute between RCBC Capital and BDO over Share Purchase Agreement resolved via compromise agreement, dismissing all petitions.

Case Digest (G.R. No. L-5848)
Expanded Legal Reasoning Model

Facts:

  • Background and Parties
    • RCBC Capital Corporation (RCBC Capital) filed petitions related to arbitration proceedings based on the arbitration clause under the Share Purchase Agreement (SPA) with EPCIB involving shares in Bankard, Inc.
    • Banco de Oro Unibank, Inc. (BDO) assumed liabilities and obligations of EPCIB after a merger.
    • George L. Go, in his personal capacity and as attorney-in-fact for individual stockholders under the SPA, was also involved.
  • Arbitration Proceedings and Court Actions
    • The Arbitration Tribunal, under the International Chamber of Commerce - International Commercial Arbitration (ICC-ICA), issued awards.
    • The RTC of Makati City, Branch 148, confirmed the Second Partial Award ordering BDO to pay RCBC Capital a proportionate share in advance costs and dismissed BDO’s counterclaims.
    • The Court of Appeals (CA) reversed and set aside the RTC order in a decision dated December 23, 2010 (CA-G.R. SP No. 113525).
  • Separate Petitions and Consolidation
    • G.R. No. 196171: Petition for review under Rule 45 to reverse the CA decision.
    • G.R. No. 199238: Petition for certiorari under Rule 65 to assail CA’s denial of BDO’s application for stay order/TRO/preliminary injunction against RTC.
    • G.R. No. 200213: Petition for review under Rule 45 to reverse CA decisions denying BDO’s petition for certiorari and prohibition with TRO/writ of preliminary injunction against the RTC.
    • Judicial rulings included denial of BDO’s motions for access to Bankard’s computerized accounting system and issuance of writ of execution by RTC for enforcement of the Final Award.
  • Settlement and Joint Motion for Dismissal
    • After negotiations, the parties agreed to settle all claims, counterclaims, and causes of action arising from the petitions.
    • Joint motions for termination and dismissal of the cases with prejudice were filed by RCBC Capital, BDO, and Go/Shareholders.
    • The Supreme Court consolidated the three cases and ordered their dismissal with prejudice and termination.

Issues:

  • Whether the Court of Appeals erred in reversing the RTC’s confirmation of the Arbitration Tribunal’s Second Partial Award.
  • Whether the issuance of writ of execution by the RTC was proper against BDO pursuant to the Final Award.
  • Whether BDO was entitled to a stay order/TRO/preliminary injunction to prevent enforcement of the arbitration award and related RTC orders.
  • Whether BDO was entitled to access the computerized accounting system of Bankard, Inc., as requested during the arbitration.
  • Whether the parties’ compromise and settlement of claims justify dismissal of pending petitions with prejudice.

Ruling:

  • (Subscriber-Only)

Ratio:

  • (Subscriber-Only)

Doctrine:

  • (Subscriber-Only)

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