Piercing the veil issue and that the increase in the authorized capital stock of

the corporation / The power to issue shares of stocks in a

1) Ac Ransom vs nlrc – ransom/Rosario subsequently
corporation is lodged in the board of directors and no
established/ family corporation/ doctrine applied
stockholders' meeting is necessary to consider it because
2) Villanueva adre – payment of 13th month/ levied lands of
additional issuance of shares of stocks does not need
velayo / doctrine applied / president liable personally for
approval of the stockholders.
violation of labor law
8) ELCEE FARMS INC. V. NLRC, - Due to their refusal to
3) Pioneer insurance vs ca – spare parts/ aircrafts / defaulted
join the labor union, private respondents were terminated
in payment / signed in personal capacity
by HILLA. Private respondents, filed against Elcee Farms,
4) Indophil vs calica - petitioner's contention that Acrylic is
Saguemuller, HILLA and two of its officers a complaint for
part of the Indophil bargaining unit. The petitioner's
illegal dismissal/ No evidence was presented to prove that
contention was opposed by private respondent which
Saguemuller was truly the president of Elcee Farms. Nor
submits that Acrylic is not an alter ego or an adjunct or
was there even proof that she was in active management of
business conduit of private respondent because it has a
the corporation and had dictated policies for
separate legitimate business purpose./ doctrine not
implementation by the corporation. There is also no
applicable / not established to evade the application of CBA
evidence on record that she had acted maliciously or in bad
5) Manila electric vs t e a m – difference in billing/ filed for
faith in terminating the services of the private respondents;
moral damages / corporation not entitled to moral damages
9) Pirovana v. De La Rama Steamship Co - He was killed by
with exceptions
the Japanese. the current President of De la Rama
6) Concept builders vs nlrc – illegal dismissal/ enforcement /
Steamship proposed that it is but fit and proper that the
In this case, both the petitioner and HPPI submitted on the
company which owes so much to the deceased should make
same day their respective Information Sheets with SEC
some provision for his children. / The donation is valid and
bearing the same address and filed by the same person who
binding.
represents himself as the corporate secretary of both
The provisions second article (g) (j) of the articles of
corporations. Also, both corporations had the same
incorporation of the Dela Rama Co. gives the corporation
president, the same board of directors, the same corporate
broad and almost unlimited powers to carry out the
officers, and substantially the same subscribers.
purposes for which it was organized among them.
7) Benito vs sec - Petitioner Datu Tagoranao filed with
Granting arguendo that the donation given by Pirovano
respondent SEC a petition alleging that the additional issue
children is outside the scope of the powers of the defendant
of previously subscribed shares of the corporation was
corporation, or the scope of the powers that it may exercise
made in violation of his pre-emptive right to said additional
under the law, or it is an ultra vires act, still it may said that
 the same cannot be invalidated, for the reason alone, it
appearing that the donation represents not only the act of
the Board of Directors but of the stockholders by ratifying
the resolution duly approved by the board.
10) BSP vs coa - The Court ruled that BSP, under its amended
charter, continues to be a public corporation or a
government instrumentality, hence, it is subject to the
exercise by the COA of its audit jurisdiction. The purpose
of the BSP as stated in its amended charter shows that it
was created in order to implement a State policy declared in
the Constitution, which states the recognition by the State
of the vital role of the youth in nation-building.
11) Carandang vs honorable disierto - Carandang moved for the
quashal of the informations alleging that the Ombudsman
and Sandiganbayan do not have jurisdiction because RPN
is not a GOCC. / RPN was neither a government-owned nor
a controlled corporation because of the Government’s total
share in RPN’s capital stock being only 32.4%. RPN-9 was
organized for private needs and profits, and not for public
needs and was not specifically vested with functions
relating to public needs.
12) Carag vs nlrc - The Labor Arbiter decided in favor of the
Labor Union and held that Antonio Carag being the owner
of the corporation be solidarily liable for the payment of
separation pay and backwages / illegal dismissal /
Complainants did not allege in their complaint that Carag
wilfully and knowingly voted for or assented to any
patently unlawful act of MAC. Complainants did not
present any evidence showing that Carag wilfully and
knowingly voted for or assented to any patently unlawful
act of MAC. Neither did Arbiter Ortiguerra make any
finding to this effect in her Decision.
13) Uy, et al. v. Villanueva, - 3 cases for illegal dismissal were
filed. One of which was Villanueva. She avers that she was
a regular employee of countrywide bank, south cotabato
branch. She received a memorandum accepting her
courtesy resignation, but she denies having submitted one.
Subsequently, Uy and Yusay were made solidarily liable
with the bank. Hence, this petition. / Given this distinction,
petitioners are neither officers nor employees of the bank.
They are mere depositors who sought to manage the bank
in order to save it.
14) MAJORITY STOCK HOLDERS OF RUBY
INDUSTRIAL CORP v.
LIM. - the majority stockholders increased the subscription
without notifying the minority, so the majority got a 2/3 of
the OCS. Using that, they extended the corporate term in
1996 for another 25 years. The term was supposed to end in
1997. In 1998, the Benhar plan's validity was finally
adjudicated and was declared null and void. / the
requirements for extension of corporate term is a vote of
2/3 of the Outstanding Capital Stock. The ratification by
the majority stockholders of the board resolution for the
extension was seriously disputed by the minority
stockholders (The 2/3 OCS was obtained by the majority
only because of their wrongful increase of subscription, in
other words, under the invalid additional subscriptions).
The notice and quorum requirement were insufficient
and doubtful. No extension was validly made. The term has
expired, which calls for the liquidation of the corporation.
15) Premium Marble Resources Inc. versus CA and
International Corporate Bank - Although the checks were
clearly payable to the Premium and crossed on their face
and for payees account only, defendant bank accepted the
checks to be deposited to the current account of Intervest
and thereafter presented the same for collection from ICB
which subsequently cleared the same thus allowing
Intervest to make use of the funds to the prejudice of the
Premium. Premium has demanded upon the ICB to restitute
the amount representing the value of the checks but latter
refused. As a result of the illegal and irregular acts
perpetrated by the ICB, the Premium was damaged. / By
the express mandate of the Corporation Code (Section 26),
all corporations duly organized pursuant thereto are
required to submit within the period therein stated (30 days)
to the Securities and Exchange Commission the names,
nationalities and residences of the directors, trustees and
officers elected. In the present case, although there were
newly elected officers for the year 1982, Premium failed to
show proof that this election was reported to the SEC.
16)