Case Summary (G.R. No. 238477)
Procedural History
The Labor Arbiter dismissed the complaint for lack of jurisdiction over the foreign employers, finding only Vantage Drilling Company (branch) was validly served through its resident agent. The NLRC and Court of Appeals affirmed, rejecting attempts to pierce corporate veils to confer jurisdiction. Petitioners brought a petition for review on certiorari to the Supreme Court.
Issue Presented
Whether the Court acquired personal jurisdiction over all Vantage entities—thus permitting application of the piercing‐the‐corporate‐veil doctrine—and whether service of summons on the branch’s agent sufficed to bind the foreign parent and affiliates.
Corporate Personality Principle
Under the Revised Corporation Code and Civil Code, each corporation possesses a separate legal personality. Subsidiaries and parent companies are distinct entities liable only for their own obligations. The 1987 Constitution’s due process guarantee requires proper notice and opportunity to be heard before binding any party.
Piercing the Corporate Veil Doctrine
The doctrine permits disregard of corporate separateness to prevent fraud or inequity, but only after jurisdiction over the corporation has been established. It is an extraordinary remedy applied during trial to determine liability, not to confer jurisdiction where none exists.
Jurisdiction and Due Process Requirements
Personal jurisdiction arises from valid service of summons or voluntary appearance. Absent these, any in personam judgment is void and violative of due process. Service on a foreign corporation doing business in the Philippines is effected through its resident agent under Section 145 of the Revised Corporation Code; unlicensed foreign entities require extraterritorial modes under Rule 14, Sec. 14 of the Rules of Court and NLRC Rules.
Service of Summons on the Vantage Entities
Only the Philippine branch (Vantage Drilling Company) was served via Supply Oilfield. There is no record that the parent (Vantage Drilling International) or the Singapore affiliates (Payroll and Management) were licensed or properly served in the Philippines. They neither appeared nor were notified, depriving tribunals of jurisdiction over them.
Application to Instant Case
...continue readingCase Syllabus (G.R. No. 238477)
Parties and Corporate Structure
- Petitioners
• Ronnie Adriano R. Amoroso and Vicente R. Constantino, Jr., Filipino nationals, employed as administrators for deployment to West Africa. - Respondents
• Vantage Drilling International and Group of Companies (“Vantage International”), a Cayman Islands corporation providing offshore drilling supervision and services.
• Vantage International Payroll Company Pte. Ltd. (“Vantage Payroll”), a Singaporean corporation rendering payroll services.
• Vantage International Management Co. Pte. Ltd. (“Vantage Management”), a Singaporean corporation offering oil and gas services.
• Vantage Drilling Company (formerly Vantage Drilling Company and Group of Companies) licensed to operate in the Philippines under the trade name Vantage Driller III Company.
• Supply Oilfield Services, Inc., a Philippine corporation, impleaded as the resident agent of Vantage Drilling Company, represented by Chairman Louis Paul Heusaff.
Factual Background
- Employment and Deployment
• Amoroso hired by Vantage Payroll on April 29, 2010; Constantino by Vantage Management on July 10, 2011.
• Both deployed to work in West Africa from July 2011 to September 2013. - Work Conditions and Nonpayment
• Alleged requirement to work 42 consecutive days at 12-hour shifts, followed by 21 days’ rest.
• Total alleged extra work of 252 days without payment of wages or overtime. - Termination of Contract
• Verbally notified of redundancy and contract termination on December 11, 2015; formal email followed.
• Petitioners protested lack of genuine redundancy and demanded redundancy package and unpaid overtime.
• Amoroso suspended December 22, 2015, repatriated, and summarily dismissed January 12, 2016 for alleged gross misconduct.
Procedural History
- December 13, 2016 Complaint filed with the Labor Arbiter for illegal dismissal, nonpayment of salary and overtime, and claims for contractual time, separation pay, damages, and attorney’s fees.
- April 24, 2017 Labor Arbiter Decision dismissed the complaint for lack of jurisdiction over Vantage Payroll and treated further discussion as futile.
- June 27, 2017 NLRC Fifth Division Decision and August 11, 2017 Resolution denied the petitioners’ appeal and moti