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SO ORDERED. 14
Petitioners are now before us via Petition for Review
on Certiorari 15 under Rule 45 of the Revised Rules of Court.
found in the License Agreement of the parties in the TopWeld case which were considered as "highly restrictive" by
this Court. The provisions in point are:
2.0 Terms and Conditions of Sales.
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We can discern from a reading of Section 1 (f) (1) and 1 (f) (2) of
the Rules and Regulations Implementing the Omnibus Investments
Code of 1987, the following:
ascribing to
Agreement.
provision
No.
of
the
Representative
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MENDOZA, J.:
This case presents for determination the conclusiveness of a
foreign judgment upon the rights of the parties under the same
cause of action asserted in a case in our local court. Petitioners
brought this case in the Regional Trial Court of Makati, Branch 56,
which, in view of the pendency at the time of the foreign action,
dismissed Civil Case No. 16563 on the ground of litis pendentia, in
addition to forum non conveniens. On appeal, the Court of Appeals
affirmed. Hence this petition for review on certiorari.
The facts are as follows:
On January 15, 1983, private respondent Ventura O. Ducat obtained
separate loans from petitioners Ayala International Finance Limited
(hereafter called AYALA) 1 and Philsec Investment Corporation
(hereafter called PHILSEC) in the sum of US$2,500,000.00, secured
by shares of stock owned by Ducat with a market value of
P14,088,995.00. In order to facilitate the payment of the loans,
private respondent 1488, Inc., through its president, private
respondent Drago Daic, assumed Ducat's obligation under an
Agreement, dated January 27, 1983, whereby 1488, Inc. executed a
Warranty Deed with Vendor's Lien by which it sold to petitioner
Athona Holdings, N.V. (hereafter called ATHONA) a parcel of land in
Harris County, Texas, U.S.A., for US$2,807,209.02, while PHILSEC
and AYALA extended a loan to ATHONA in the amount of
US$2,500,000.00 as initial payment of the purchase price. The
balance of US$307,209.02 was to be paid by means of a promissory
note executed by ATHONA in favor of 1488, Inc. Subsequently,
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motion to dismiss filed by 1488, Inc. and Daic on the ground of litis
pendentia considering that
The trial court also held itself without jurisdiction over 1488,
Inc. and Daic because they were non-residents and the
action was not an action in rem or quasi in rem, so that
extraterritorial service of summons was ineffective. The trial
court subsequently lifted the writ of attachment it had
earlier issued against the shares of stocks of 1488, Inc. and
Daic.
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Third. It was error we think for the Court of Appeals and the trial
court to hold that jurisdiction over 1488, Inc. and Daic could not be
obtained because this is an action in personam and summons were
served by extraterritorial service. Rule 14, 17 on extraterritorial
service provides that service of summons on a non-resident
defendant may be effected out of the Philippines by leave of Court
where, among others, "the property of the defendant has been
attached within the Philippines." 18 It is not disputed that the
properties, real and personal, of the private respondents had been
attached prior to service of summons under the Order of the trial
court dated April 20, 1987. 19
In this case, the trial court abstained from taking jurisdiction solely
on the basis of the pleadings filed by private respondents in
connection with the motion to dismiss. It failed to consider that one
of the plaintiffs (PHILSEC) is a domestic corporation and one of the
defendants (Ventura Ducat) is a Filipino, and that it was the
extinguishment of the latter's debt which was the object of the
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On May 31, 1993, the NLRC granted the motion and reversed itself.
The NLRC directed Labor Arbiter Emerson Tumanon to hear the
case on the question of whether private respondent was retrenched
or dismissed.22
The Palace Hotel and Mr. Shmidt were not served with summons
and neither participated in the proceedings before the Labor
Arbiter.18
the
NLRC
denied
the
motion
for
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Even assuming that the NLRC was the proper forum, even on the
merits, the NLRC's decision cannot be sustained.
II. MHC Not Liable
Even if we assume two things: (1) that the NLRC had jurisdiction
over the case, and (2) that MHICL was liable for Santos'
retrenchment, still MHC, as a separate and distinct juridical entity
cannot be held liable.
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V. The Fallo
No costs.
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SO ORDERED.
Davide, Jr., C .J ., Puno, Kapunan, Pardo and Ynares-Santiago,
JJ ., concur.
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T.
xxx
xxx
PANGANIBAN, J.:
The Case
DECISION
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The
RTC 5 eventually
rendered
its
Decision, 6 which disposed as follows:
February
21,
1997
Affirming the trial court, the Court of Appeals held that petitioner
was estopped from assailing the judgment that had become final
and had, in fact, been partially executed. The CA also ruled that
summary judgment was proper, because petitioner had failed to
tender any genuine issue of fact and was merely maneuvering to
delay the full effects of the judgment.
Citing Ingenohl v. Olsen, 8 the CA also rejected petitioners
argument that the RTC should have dismissed the action for the
enforcement of a foreign judgment, on the ground of forum non
conveniens. It reasoned out that the recognition of the foreign
judgment was based on comity, reciprocity and res judicata.
Hence, this Petition. 9
Issue
In his Memorandum, petitioner submits this lone but all-embracing
issue:
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1) The belief that the matter can be better tried and decided
elsewhere, either because the main aspects of the case transpired
in a foreign jurisdiction or the material witnesses have their
residence there;
Page | 27
and
their
successors-in-interest
by
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being but their alter-egos, they have interests of their own in the
vessels.29 Private respondents also argue that the dismissal by the
Court of Appeals of the petition for certiorari was justified because
there was neither allegation nor any showing whatsoever by the
petitioners that they had no appeal, nor any plain, speedy, and
adequate remedy in the ordinary course of law from the Order of
the trial judge denying their Motion to Dismiss; that the remedy
available to the petitioners after their Motion to Dismiss was denied
was to file an Answer to the complaint; 30 that as upheld by the
Court of Appeals, the decision of the trial court in not applying the
principle of forum non conveniens is in the lawful exercise of its
discretion.31 Finally, private respondents aver that the statement of
petitioners that the doctrine of res judicata also applies to foreign
judgment is merely an opinion advanced by them and not based on
a categorical ruling of this Court; 32 and that herein private
respondents did not actually participate in the proceedings in the
foreign courts.33
We deny the petition for lack of merit.
It is a well-settled rule that the order denying the motion to dismiss
cannot be the subject of petition for certiorari. Petitioners should
have filed an answer to the complaint, proceed to trial and await
judgment before making an appeal. As repeatedly held by this
Court:
"An order denying a motion to dismiss is interlocutory and
cannot be the subject of the extraordinary petition
for certiorari or mandamus. The remedy of the aggrieved
party is to file an answer and to interpose as defenses the
objections raised in his motion to dismiss, proceed to trial,
and in case of an adverse decision, to elevate the entire
case by appeal in due course. xxx Under certain situations,
recourse
tocertiorari
or
mandamus is
considered
appropriate, i.e., (a) when the trial court issued the order
without or in excess of jurisdiction; (b) where there is patent
grave abuse of discretion by the trial court; or (c) appeal
would not prove to be a speedy and adequate remedy as
when an appeal would not promptly relieve a defendant
from the injurious effects of the patently mistaken order
maintaining the plaintiff's baseless action and compelling
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As this Court has explained in the San Lorenzo case, such a course,
would preclude multiplicity of suits which the law abhors, and
conduce to the definitive determination and termination of the
dispute. To do otherwise, that is, to abort the action on account of
the alleged fatal flaws of the complaint would obviously be
indecisive and would not end the controversy, since the institution
of another action upon a revised complaint would not be
foreclosed.41
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In case at bar, not all the requirements for litis pendentia are
present. While there may be identity of parties, notwithstanding the
presence of other respondents,51 as well as the reversal in positions
of plaintiffs and defendants52, still the other requirements
necessary for litis pendentia were not shown by petitioner. It merely
mentioned that civil cases were filed in Hongkong and England
without however showing the identity of rights asserted and the
reliefs sought for as well as the presence of the elements of res
judicata should one of the cases be adjudged.
As the Court of Appeals aptly observed:
"xxx [T]he petitioners, by simply enumerating the civil
actions instituted abroad involving the parties herein xxx,
failed to provide this Court with relevant and clear
specifications that would show the presence of the abovequoted elements or requisites for res judicata. While it is
true that the petitioners in their motion for reconsideration
(CA Rollo, p. 72), after enumerating the various civil actions
instituted abroad, did aver that "Copies of the foreign
judgments are hereto attached and made integral parts
hereof as Annexes 'B', 'C', 'D' and 'E'", they failed, wittingly
or inadvertently, to include a single foreign judgment in
their pleadings submitted to this Court as annexes to their
petition. How then could We have been expected to rule on
this issue even if We were to hold that foreign judgments
could be the basis for the application of the aforementioned
principle of res judicata?"53
Consequently, both courts correctly denied the dismissal of herein
subject complaint.
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KAZUHIRO
HASEGAWA
and
CONSULTANTS
CO.,
vs.
MINORU KITAMURA, Respondent.
NIPPON
ENGINEERING
LTD., Petitioners,
DECISION
NACHURA, J.:
Before the Court is a petition for review on certiorari under Rule 45
of the Rules of Court assailing the April 18, 2001 Decision 1 of the
Court of Appeals (CA) in CA-G.R. SP No. 60827, and the July 25,
2001 Resolution2denying the motion for reconsideration thereof.
On March 30, 1999, petitioner Nippon Engineering Consultants Co.,
Ltd. (Nippon), a Japanese consultancy firm providing technical and
management support in the infrastructure projects of foreign
governments,3 entered into an Independent Contractor Agreement
(ICA) with respondent Minoru Kitamura, a Japanese national
permanently residing in the Philippines.4 The agreement provides
that respondent was to extend professional services to Nippon for a
year starting on April 1, 1999.5 Nippon then assigned respondent to
work as the project manager of the Southern Tagalog Access Road
(STAR) Project in the Philippines, following the company's
consultancy contract with the Philippine Government. 6
When the STAR Project was near completion, the Department of
Public Works and Highways (DPWH) engaged the consultancy
services of Nippon, on January 28, 2000, this time for the detailed
engineering and construction supervision of the Bongabon-Baler
Road Improvement (BBRI) Project.7 Respondent was named as the
project manager in the contract's Appendix 3.1.8
On February 28, 2000, petitioner Kazuhiro Hasegawa, Nippon's
general manager for its International Division, informed respondent
that the company had no more intention of automatically renewing
his ICA. His services would be engaged by the company only up to
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not constitute
case, is not a
nullification of
sought to be
present.34
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In
this
case,
only
the
first
phase
is
at
issue
jurisdiction.1wphi1 Jurisdiction, however, has various aspects. For
a court to validly exercise its power to adjudicate a controversy, it
must have jurisdiction over the plaintiff or the petitioner, over the
defendant or the respondent, over the subject matter, over the
issues of the case and, in cases involving property, over the res or
the thing which is the subject of the litigation. 57 In assailing the trial
court's jurisdiction herein, petitioners are actually referring to
subject matter jurisdiction.
Jurisdiction over the subject matter in a judicial proceeding is
conferred by the sovereign authority which establishes and
organizes the court. It is given only by law and in the manner
prescribed by law.58 It is further determined by the allegations of
the complaint irrespective of whether the plaintiff is entitled to all
or some of the claims asserted therein. 59 To succeed in its motion
for the dismissal of an action for lack of jurisdiction over the subject
matter of the claim,60 the movant must show that the court or
tribunal cannot act on the matter submitted to it because no law
grants it the power to adjudicate the claims.61
In the instant case, petitioners, in their motion to dismiss, do not
claim that the trial court is not properly vested by law with
jurisdiction to hear the subject controversy for, indeed, Civil Case
No. 00-0264 for specific performance and damages is one not
capable of pecuniary estimation and is properly cognizable by the
RTC of Lipa City. 62What they rather raise as grounds to question
subject matter jurisdiction are the principles of lex loci
celebrationisand lex contractus, and the "state of the most
significant relationship rule."
The Court finds the invocation of these grounds unsound.
Lex loci celebrationis relates to the "law of the place of the
ceremony"63 or the law of the place where a contract is made. 64 The
doctrine of lex contractus or lex loci contractus means the "law of
the place where a contract is executed or to be performed." 65 It
controls the nature, construction, and validity of the contract 66 and
it may pertain to the law voluntarily agreed upon by the parties or
the law intended by them either expressly or implicitly. 67 Under the
"state of the most significant relationship rule," to ascertain what
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considered,
the
petition
for
review
SO ORDERED.
ANTONIO
Associate Justice
EDUARDO
B.
NACHURA
WE CONCUR:
Page | 39
RAYTHEON
INTERNATIONAL,
vs.
STOCKTON W. ROUZIE, JR., respondent.
DECISION
TINGA, J.:
Before this Court is a petition for review on certiorari under Rule 45
of the 1997 Rules of Civil Procedure which seeks the reversal of the
Decision1 and Resolution2 of the Court of Appeals in CA-G.R. SP No.
67001 and the dismissal of the civil case filed by respondent
against petitioner with the trial court.
As culled from the records of the case, the following antecedents
appear:
Sometime in 1990, Brand Marine Services, Inc. (BMSI), a
corporation duly organized and existing under the laws of the State
of Connecticut, United States of America, and respondent Stockton
W. Rouzie, Jr., an American citizen, entered into a contract whereby
BMSI hired respondent as its representative to negotiate the sale of
services in several government projects in the Philippines for an
agreed remuneration of 10% of the gross receipts. On 11 March
1992, respondent secured a service contract with the Republic of
the Philippines on behalf of BMSI for the dredging of rivers affected
by the Mt. Pinatubo eruption and mudflows.3
On 16 July 1994, respondent filed before the Arbitration Branch of
the National Labor Relations Commission (NLRC) a suit against
BMSI and Rust International, Inc. (RUST), Rodney C. Gilbert and
Walter G. Browning for alleged nonpayment of commissions, illegal
termination and breach of employment contract. 4 On 28 September
1995, Labor Arbiter Pablo C. Espiritu, Jr. rendered judgment
ordering BMSI and RUST to pay respondents money claims. 5 Upon
appeal by BMSI, the NLRC reversed the decision of the Labor
Arbiter and dismissed respondents complaint on the ground of lack
of jurisdiction.6 Respondent elevated the case to this Court but was
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and the facts; and (3) that the Philippine Court has or is likely to
have the power to enforce its decision.28
On the matter of jurisdiction over a conflicts-of-laws problem where
the case is filed in a Philippine court and where the court has
jurisdiction over the subject matter, the parties and the res, it may
or can proceed to try the case even if the rules of conflict-of-laws or
the convenience of the parties point to a foreign forum. This is an
exercise of sovereign prerogative of the country where the case is
filed.29
Jurisdiction over the nature and subject matter of an action is
conferred by the Constitution and the law30 and by the material
allegations in the complaint, irrespective of whether or not the
plaintiff is entitled to recover all or some of the claims or reliefs
sought therein.31 Civil Case No. 1192-BG is an action for damages
arising from an alleged breach of contract. Undoubtedly, the nature
of the action and the amount of damages prayed are within the
jurisdiction of the RTC.
As regards jurisdiction over the parties, the trial court acquired
jurisdiction over herein respondent (as party plaintiff) upon the
filing of the complaint. On the other hand, jurisdiction over the
person of petitioner (as party defendant) was acquired by its
voluntary appearance in court.32
That the subject contract included a stipulation that the same shall
be governed by the laws of the State of Connecticut does not
suggest that the Philippine courts, or any other foreign tribunal for
that matter, are precluded from hearing the civil action. Jurisdiction
and choice of law are two distinct concepts. Jurisdiction considers
whether it is fair to cause a defendant to travel to this state; choice
of law asks the further question whether the application of a
substantive law which will determine the merits of the case is fair
to both parties.33The choice of law stipulation will become relevant
only when the substantive issues of the instant case develop, that
is, after hearing on the merits proceeds before the trial court.
Under the doctrine of forum non conveniens, a court, in conflicts-oflaws cases, may refuse impositions on its jurisdiction where it is not
the most "convenient" or available forum and the parties are not
precluded
from
seeking
remedies
elsewhere. 34 Petitioners
averments of the foreign elements in the instant case are not
sufficient to oust the trial court of its jurisdiction over Civil Case No.
No. 1192-BG and the parties involved.
Moreover, the propriety of dismissing a case based on the principle
of forum non conveniens requires a factual determination; hence, it
is more properly considered as a matter of defense. While it is
within the discretion of the trial court to abstain from assuming
jurisdiction on this ground, it should do so only after vital facts are
established, to determine whether special circumstances require
the courts desistance.35
Finding no grave abuse of discretion on the trial court, the Court of
Appeals respected its conclusion that it can assume jurisdiction
over the dispute notwithstanding its foreign elements. In the same
manner, the Court defers to the sound discretion of the lower
courts because their findings are binding on this Court.
Petitioner also contends that the complaint in Civil Case No. 1192BG failed to state a cause of action against petitioner. Failure to
state a cause of action refers to the insufficiency of allegation in the
pleading.36 As a general rule, the elementary test for failure to state
a cause of action is whether the complaint alleges facts which if
true would justify the relief demanded. 37
The complaint alleged that petitioner had combined with BMSI and
RUST to function as one company. Petitioner contends that the
deposition of Walter Browning rebutted this allegation. On this
score, the resolution of the Court of Appeals is instructive, thus:
x x x Our examination of the deposition of Mr. Walter
Browning as well as other documents produced in the
hearing shows that these evidence aliunde are not quite
sufficient for us to mete a ruling that the complaint fails to
state a cause of action.
Annexes "A" to "E" by themselves are not substantial,
convincing and conclusive proofs that Raytheon Engineers
and Constructors, Inc. (REC) assumed the warranty
obligations of defendant Rust International in the Makar Port
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Respondents were told that if they did not resign, Saudia would
terminate them all the same. The threat of termination entailed the
loss of benefits, such as separation pay and ticket discount
entitlements.12
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Court
of
Appeals
Decision
I
Summons were validly served on Saudia and jurisdiction over it
validly
acquired.
There is no doubt that the pleadings and summons were served on
Saudia through its counsel.42Saudia, however, claims that the Labor
Arbiter and the National Labor Relations Commission had no
jurisdiction over it because summons were never served on it but
on "Saudia Manila."43 Referring to itself as "Saudia Jeddah," it claims
that "Saudia Jeddah" and not "Saudia Manila" was the employer of
respondents
because:
First, "Saudia Manila" was never a party to the Cabin Attendant
contracts
entered
into
by
respondents;
Second, it was "Saudia Jeddah" that provided the funds to pay for
respondents'
salaries
and
benefits;
and
Lastly, it was with "Saudia Jeddah" that respondents filed their
resignations.44
Saudia posits that respondents' Complaint was brought against the
wrong party because "Saudia Manila," upon which summons was
served,
was
never
the
employer
of
respondents. 45
Saudia is vainly splitting hairs in its effort to absolve itself of
liability. Other than its bare allegation, there is no basis for
concluding that "Saudia Jeddah" is distinct from "Saudia Manila."
First, whether the Labor Arbiter and the National Labor Relations
Commission may exercise jurisdiction over Saudi Arabian Airlines
and apply Philippine law in adjudicating the present dispute;
Hence,
The
this
issues
for
Appeal
resolution
was
are
the
filed.
following:
Page | 46
Foreign
Investments
Act
of
following:chanroblesvirtuallawlibrary
1991,
provides
the
Page | 47
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judicata.
jurisdiction.
The wisdom of avoiding conflicting and unenforceable judgments is
as much a matter of efficiency and economy as it is a matter of
international courtesy. A court would effectively be neutering itself
if it insists on adjudicating a controversy when it knows full well
that it is in no position to enforce its judgment. Doing so is not only
an exercise in futility; it is an act of frivolity. It clogs the dockets of
a.tribunal and leaves it to waste its efforts on affairs, which, given
transnational exigencies, will be reduced to mere academic, if not
trivial,
exercises.
Accordingly, under the doctrine of forum non conveniens, "a court,
in conflicts of law cases, mayrefuse impositions on its jurisdiction
where it is not the most 'convenient' or available forum and the
parties
are
not
precluded
from
seeking
remedies
elsewhere."67 In Puyat v. Zabarte,68 this court recognized the
following situations as among those that may warrant a court's
desistance from exercising jurisdiction:chanroblesvirtuallawlibrary
1) The belief that the matter can be better tried and decided
elsewhere, either because the main aspects of the case
transpired in a foreign jurisdiction or the material witnesses
have their residence there;
Page | 49
This court notes that in Hasegawa,76 this court stated that forum
non conveniens is not a ground for a motion to dismiss. The factual
ambience of this case however does not squarely raise the viability
of this doctrine. Until the opportunity comes to review the use of
motions to dismiss for parallel litigation,Hasegawa remains existing
doctrine.
III
Page | 50
considering
the
vinculum,
court
must
look
into
the
Page | 51
the
basis
of
no
other
consideration
but
sex.
Page | 52
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were
illegally
terminated.
Page | 54
From
Ma.
Jopette's
exit
interview
form:
Page | 55
b.
From
Loraine's
exit
interview
form:
REGARDING
MATERNITY
LEAVE
Page | 56
Brenda
J.
Betia
may
not
be
held
liable.
in
the
amount
of
P200,000.00
per
SO
ORDERED.chanroblesvirtuallawlibrary
(1) Full backwages and all other benefits computed from the
respective dates in which each of the respondents were illegally
terminated until the finality of this Decision;
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