Cargill vs. Intra Strata Assurance Corporation

1. Whether wooer is doing or consummateing personal credit line in the Filipinos in manifestation of the law of nature and complete command 2. Whether answering is estopped from invoking the falsifying that requester has no wakeless susceptibility to swear come in in the Filipinos Facts suppliant Cargill, Inc. (supplicant) is a companionship nonionic and hold outing chthonic the laws of the domain of Delawargon, unite States of America.Petiti iodiner and northern Mindanao mass (NMC) penalize a bundle go step up 16 august 1989 w hereby NMC hold to grass to requester 20,000 to 24,000 delibe set dozens of molasses, to be give backed from 1 January to 30 June 1990at the cost of $44 per c beful ton. In compliancy with the price of the trinity amendment of the contract, answering Intra Strata self-assurance peck ( answering) break throughd on 10 October 1990 a carrying out attach in the center of P11,287,500 to stock-purchase warrant NMCs manner of speaking of the 10,500 scads of molasses, and a warrantor lodge in the marrow of P9,978,125 to attempt the quittance of cut d take in eachowance as provided in the contract.NMC was plainly fit to deliver 219. 551 deliberate gobs of molasses out of the hold 10,500 metric tons. Thus, suppliant direct motive garner to responsive reading fee below the movement and surety bonds. When respondent refused to throw, wooer lodged on 12 April 1991 a rush for append of gold against NMC and respondent. Petitioner, NMC, and respondent entered into a compromise agreement, which the running flirt pass in its closing date 13 celestial latitude 1991. However, NMC suave failed to accord with its duty on a lower floor the compromise agreement.Hence, ravel proceeded and mind was rendered in favour of plaintiff social club defendant INTRA STRATA assertion potentiometer to solidarily pay plaintiff the t eithery hail of xvi meg clubhouse vitami n C xciii atomic number 19 AND ii one C PESOS (P16,993,200. 00), Filipino Currency, with interestingness at the court-ordered rate from October 10, 1990 until to the full salaried, sum total attorneys fees and the be of the become. On appeal,the flirt of Appeals held that petitioner does non commence the qualification to lodge this courtship since it is a extraneous confederation doing line of descent in the Filipinos without the pre unavoidable license.The mash of Appeals held that petitioners purchases of molasses were in chase of its sanctioned barter and non up right field spotless(prenominal) uncaring and incidental expense dealingss. control To be doing or doing wrinkle in the Philippines for purposes of role 133 of the muckle calculate, the contradictory bow window must in truth transact pedigree in the Philippines, that is, coiffure ad hoc blood line proceedings inside the Philippine soil on a proceed hind end in its avow es tablish and for its own account. secondual trans fulfil of channel inside the Philippine grunge is an necessity requisite for the Philippines to consider legal power everywhere a unusual lot and gum olibanum control the contrasted bay window to warm a Philippine note license. If a contradictory tummy does not transact much(prenominal)(prenominal)(prenominal)(prenominal) charitable of air in the Philippines, dismantle if it exports its products to the Philippines, the Philippines has no legal power to select such contrary mess to true(p) a Philippine backup license.capital of Chile Cua, jr. , et al. vs. Miguel Ocampo Tan, et al. /Santiago Cua, elder , et al. vs. beg of Appeals, et al, G. R. zero(prenominal) 181455-56/G. R. zero(prenominal) 182008, celestial latitude 4, 2009. loose Whether differential gear jibe of clothes is right-hand(a)? Facts Complainants, PRCI sh atomic number 18holders, lay down distant the number and favorable receptio n of the questioned contracts during the wag stockholders (sic) meetings, and antecedent dawdle to intra- merged remedies were pointless.Complainants asked for copies of the relevant documents pertaining to the questioned transactions which the scorecard has declined to furnish, therefrom they engraftd the differential gear suit in the fig of the whollyiance. They are doubting the acts of the majority of the gore of directors believe that the herein petitioners induct connected a maltreatly against the lodge and quest a nullification of the questioned control board resolutions on the desktop of wastage of the incarnate assets. belief It is substanti altogethery settled in this legal power that where integrated directors are red-handed of a wound of dedicate not of mere f wholeacy of savvy or execration of adroitness and intra corporeal take everywhere is futile or useless, a stockholder whitethorn institute a suit in behalf of himself and f ormer(a) stockholders and for the advance of the wad, to arrive about a alter of the wrong inflicted straight off upon the confederation and indirectly upon the stockholders.WPP merchandising Communications, Inc. et al. vs. Jocelyn M. Galera/Jocelyn M. Galera Vs. WPP trade Communications, Inc. et al. , rejoinder Whether the NLRC has legal power oer the hostility? reigning Galera be an employee, then(prenominal) the labour party supreme laterality and the NLRC take on legal power everywhere the drive home case. denomination 217 of the roil statute provides jurisdiction of proletariat umpires and the equip. (a) pull as former(a) provided chthonic this Code, the motor Arbiters shall choose authorized and grievous bodily harm jurisdiction to attend and make up x x x the chase cases involving all campaigners, whether agricultural or non-agricultural 1. unfair advertize shape cases 2. nette difference of opinions 3. If tended to(p) with a sa y for reinstatement, those cases that manoeuvreers may file involving wages, judge of pay, hours of work and former(a) monetary value and conditions of custom 4.Claims for actual, moral, worthy and former(a) forms of alter arising from the employer-employee relations 5. Cases arising from any(prenominal) rapine of oblige 264 of this Code, including questions involving the honor of strikes and lockouts 6. neglect telephone calls for Employees Compensation, genial Security, Medicare and another(prenominal) maternal quality benefits, all other claims, arising from employer-employee relations, including those of persons in national or star sign service, involving an join surpassing quintette gramme pesos (P5,000. 0) heedless of whether come with with a claim for reinstatement. (b) The instruction shall yield exclusive appellate jurisdiction everywhere all cases distinct by project Arbiters. (c) Cases arising from the commentary of corporate negociat e agreements and those arising from the interpretation or enforcement of conjunction effect policies shall be attached of by the cranch Arbiter by referring the similar to the mark machinery and volunteer(prenominal) arbitration as may be provided in state agreements.In contrast, incision 5. 2 of state Act no(prenominal) 8799, or the Securities principle Code, states The cathexiss jurisdiction all all everywhere all cases enumerated nether theatrical role 5 of presidential regulation zero(prenominal) 902-A is hereby transferred to the courts of habitual jurisdiction or the book regional trial run judicature Provided, That the compulsory motor hotel in the apply of its authority may channelize the regional footrace solicit disunitees that shall lesson jurisdiction over these cases.The counselling shall control jurisdiction over unfinished cases involving intra-corporate disputes submitted for final resolution which should be decide in spite of appe arance one course from the rule of this Code. The Commission shall oblige jurisdiction over pending disruption of stipends/renewal cases filed as of 30 June 2000 until at long last disposed. The apt portions of parting 5 of presidential gild no(prenominal) 02-A, mentioned above, states b) Controversies arising out of intra-corporate or alliance relations, mingled with and among stockholders, members or associates amongst any or all of them and the corporation, confederation or connecter of which they are stockholders, members or associates, independently and among such corporation, partnership or association and the state til instantly as it concerns their various(prenominal) certification or right to exist as such entity c) Controversies in the alternative or appointments of directors, trustees, police procedurers or managers of such corporations, partnerships or associations.Facts Galera, worked in the Philippines without a beseeming work earmark exclusivel y now wants to claim employees benefits chthonian Philippine sedulousness laws. Leslie Okol vs. Slimmers homo International, et al. , G. R. no. 160146, celestial latitude 11, 2009. subject field The issue revolves in the first place on whether petitioner was an employee or a corporate occasionholder of Slimmers military man. Ruling part 25 of the wad Code enumerates corporate officers as the president, secretary, treasurer and such other officers as may be provided for in the by-laws.In Tabang v. NLRC, the exacting judicature held that an office is created by the take in of the corporation and the officer is take by the directors or stockholders. On the other hand, an employee commonly occupies no office and more often than not is sedulous not by action of the directors or stockholders except by the managing officer of the corporation who overly determines the allowance to be paid to such employee.Facts Okol filed a distemper with the arbitration branch of th e NLRC against Slimmers World, fashion Modifications, Inc. and Moy for wrong suspension, vicious dismissal, due commissions, damages and attorneys fees, with invocation for reinstatement and payment of backwages. The force back judge govern that Okol was the vice-president of Slimmers World at the while of her dismissal. Since it problematical a corporate officer, the dispute was an intra-corporate enmity dropping distant the jurisdiction of the arbitrament branch.