Republic of the
Supreme Court
M a n i l a
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RICARDO
V. CASTILLO, Petitioner, - versus - UNIWIDE
WAREHOUSE CLUB, INC. and/or JIMMY GOW, Respondents. |
G.R.
No. 169725 Present:
VELASCO, JR., NACHURA,
PERALTA, and
MENDOZA, JJ. Promulgated: April 30, 2010 |
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PERALTA, J.:
This is a Petition for
Review[1]
under Rule 45 of the Rules of Court assailing the
The case stems from a
Complaint[4]
for illegal dismissal filed on
However, almost two months from the filing of the Complaint,
or on October 18, 2002, respondents submitted a Motion to Suspend Proceedings[5]
on the ground that in June 1999, the Uniwide Group of Companies had petitioned
the Securities and Exchange Commission (SEC) for suspension of payments and for
approval of its proposed rehabilitation plan.
It appears that on June 29, 1999, the SEC had ruled favorably on the
petition and ordered that all claims, actions and proceedings against herein
respondents pending before any court, tribunal, board, office, body or
commission be suspended, and that following the appointment of an interim
receiver, the suspension order had been extended to until February 7,
2000. On
In an Order[6]
dated
Respondents moved for reconsideration, but they were denied
relief in the Resolution dated
Respondents elevated the matter to the Court of Appeals in
a petition for certiorari under Rule 65, in which they raised the issue
of whether the Labor Arbiter and the NLRC committed grave error in not
suspending the proceedings of this labor case pursuant to the SEC’s April 11,
2000 Resolution placing the Uniwide Group of Companies under rehabilitation.[8]
The Court of Appeals found merit in the petition and, accordingly, in its
WHEREFORE, premises considered,
the instant petition is hereby GRANTED.
The assailed Resolutions dated 30 September 2003 and 30 December 2003 of
public respondent NLRC are hereby REVERSED and NULLIFIED and new one entered
ordering the suspension of the proceedings before the Arbitration Branch of
origin in NLRC NCR Case No. 00-08-06770-2002 entitled Ricardo V. Castillo, complainant, versus Uniwide Warehouse Club, Inc.
and/or Jimmy N. Gow.
SO ORDERED.[9]
Meantime, on P330,000.00 as separation pay. It appears that from this decision, both
parties filed their respective appeals with the NLRC.[11]
In his present recourse, petitioner ascribes error to the
Court of Appeals in reversing the ruling of the Labor Arbiter and the
NLRC. He posits that the suspension of
the proceedings in the illegal dismissal case is not in order, because the
viability of his claim against respondents and the latter’s corresponding
liability are yet to be determined, especially in view of the fact that the SEC
had approved respondents’ rehabilitation plan and that the company had been
operating on its own according to said plan.
Petitioner believes that for this reason, the NLRC is bound to proceed
with the case to determine whether his dismissal was valid and, ultimately, to
determine the liability of respondents.[12]
To this, respondents counter that the Court of Appeals was
correct in sustaining the suspension of the proceedings in the illegal
dismissal case as it is among those actions for claims that are automatically
suspended on the appointment of a management committee or receiver according to
Section 6 of Presidential Decree (P.D.) No. 902-A. Respondents advance the notion that while
said Section 6 expressly referred to suspension of pending claims, the clear
and unmistakable intention of the law is to bar the filing of any such claims
in order to maintain parity of status among the different creditors of the
distressed corporation at least while the rehabilitation efforts are ongoing.
There is merit in respondents’ contention.
To begin with, corporate
rehabilitation connotes the restoration of the debtor to a position of
successful operation and solvency, if it is shown that its continued operation
is economically feasible and its creditors can recover by way of the present
value of payments projected in the rehabilitation plan, more if the corporation
continues as a going concern than if it is immediately liquidated.[13] It contemplates a
continuance of corporate life and activities in an effort to restore and
reinstate the corporation to its former position of successful operation and
solvency, the purpose being to enable the company to gain a new lease on life
and allow its creditors to be paid their claims out of its earnings.[14]
An
essential function of corporate rehabilitation is the mechanism of suspension
of all actions and claims against the distressed corporation, which operates
upon the due appointment of a management committee or rehabilitation receiver.
The governing law concerning rehabilitation and suspension of actions for
claims against corporations is P.D. No. 902-A, as amended. Section 6(c) of the
law mandates that, upon appointment of a management committee, rehabilitation
receiver, board, or body, all actions for claims against corporations,
partnerships or associations under management or receivership pending before
any court, tribunal, board, or body shall be suspended.[15] It materially provides:
Section 6 (c). x x x
x x x Provided, finally, that upon appointment
of a management committee, rehabilitation receiver, board or body, pursuant to
this Decree, all actions for claims against corporations,
partnerships or associations under management or receivership pending before
any court, tribunal, board or body, shall be suspended accordingly.
In Finasia Investments
and Finance Corporation v. Court of Appeals,[16] the term
“claim” has been construed to refer to debts or demands of a pecuniary nature,
or the assertion to have money paid. It
was referred to, in Arranza v. B.F. Homes, Inc.,[17] as an action involving
monetary considerations and in Philippine Airlines v. Kurangking,[18] the term was identified as the right
to payment, whether or not it is reduced to judgment, liquidated or
unliquidated, fixed or contingent, matured or unmatured, disputed or
undisputed, legal or equitable, and secured or unsecured.[19] Furthermore, the
actions that were suspended cover all claims against a distressed corporation
whether for damages founded on a breach of contract of carriage, labor cases,
collection suits or any other claims of a pecuniary nature.[20] More importantly, the new
rules on corporate rehabilitation, as well as the interim rules, provide an
all-encompassing definition of the term and, thus, include all claims or
demands of whatever nature or character against a debtor or its property,
whether for money or otherwise.[21] There is no doubt that petitioner’s claim in
this case, arising as it does from his alleged illegal dismissal, is a claim
covered by the suspension order issued by the SEC, as it is one for pecuniary
consideration.
Jurisprudence is settled
that the suspension of proceedings referred to in the law uniformly applies to “all actions for claims” filed
against a corporation, partnership or association under management or
receivership, without distinction, except only those expenses incurred in the
ordinary course of business.[22] In the oft-cited case of Rubberworld
(Phils.) Inc. v. NLRC,[23] the Court noted that aside from the given
exception, the law is clear and makes no distinction as to the claims that are
suspended once a management committee is created or a rehabilitation receiver
is appointed. Since the law
makes no distinction or exemptions, neither should this Court. Ubi lex non
distinguit nec nos distinguere debemos.[24] Philippine
Airlines, Inc. v. Zamora[25] declares that the automatic
suspension of an action for claims against a corporation under a rehabilitation
receiver or management committee embraces all phases of the suit, that is, the
entire proceedings of an action or suit and not just the payment of claims.
The reason behind
the imperative nature of a suspension or stay order in relation to the
creditors’ claims cannot be downplayed, for indeed the indiscriminate
suspension of actions for claims intends to expedite the rehabilitation of the
distressed corporation by enabling the management committee or the
rehabilitation receiver to effectively exercise its/his powers free from any
judicial or extrajudicial interference that might unduly hinder or prevent the
rescue of the debtor company. To allow such other actions to continue would
only add to the burden of the management committee or rehabilitation receiver,
whose time, effort and resources would be wasted in defending claims against
the corporation, instead of being directed toward its restructuring and
rehabilitation.[26]
At
this juncture, it must be conceded that the date when the claim arose, or when
the action was filed, has no bearing at all in deciding whether the given
action or claim is covered by the stay or suspension order. What matters is that as long as the
corporation is under a management committee or a rehabilitation receiver, all
actions for claims against it, whether for money or otherwise, must yield to
the greater imperative of corporate revival, excepting only, as already
mentioned, claims for payment of obligations incurred by the corporation in the
ordinary course of business.[27]
It is, thus, not difficult to see why the subject
action for illegal dismissal and damages against respondent corporation ought
to have been suspended at the first instance respondents submitted before the Labor
Arbiter their motion to suspend proceedings in the illegal dismissal case. This, considering that at the time the labor
case was filed on
In fact, a Certification[28]
issued by the SEC and signed by its General Counsel, Vernette G. Umali-Paco,
states that as of
We now turn to the next
and final issue. Petitioner submits that
the Court of Appeals committed yet another error when it did not deny
respondents’ certiorari petition when in fact one of the petitioners
therein, Jimmy Gow, did not submit a certification against forum shopping. He
points out that the verification and certification attached to the certiorari
petition filed with the Court of Appeals was executed by one Anicia Bañes, who
stated under oath that she was the human resource manager and duly authorized
representative of Uniwide Warehouse Club, Inc. and the latter’s president,
Jimmy Gow. He thus concludes that Anicia
Banes was authorized to represent only the corporation, excluding Jimmy Gow.[31] The argument fails.
The petitioners before the Court of Appeals,
respondents herein, are the company, Uniwide Warehouse Club, Inc., and its
president, Jimmy Gow. The latter was
impleaded before the Court of Appeals only and simply because he was a
co-respondent in the illegal dismissal complaint filed by herein
petitioner. It is to be noted that Jimmy
Gow has no interest in this case separate and distinct from that of the
company, which, for legal purposes was the direct employer of petitioner. Any
award of reinstatement, backwages, attorney’s fees and damages in favor of
petitioner will be enforced against the company as the real party-in-interest
in the illegal dismissal case.
Respondent Jimmy Gow is clearly a mere nominal party to the case.
Therefore, his failure to sign the verification and certification against forum
shopping does not constitute a valid and sufficient ground for the Court of
Appeals to deny the certiorari petition.[32]
WHEREFORE, premises considered, the Petition is DENIED. The April 22, 2005 Decision and the September 9, 2005
Resolution of the Court of Appeals in CA-G.R. SP No. 83226 are AFFIRMED.
SO ORDERED.
DIOSDADO M. PERALTA
Associate
Justice
WE CONCUR:
Associate Justice
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Chairperson |
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PRESBITERO
J. VELASCO, JR. Associate Justice |
ANTONIO
EDUARDO B. NACHURA Associate Justice |
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JOSE CATRAL Associate Justice |
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ATTESTATION
I attest that the conclusions in the above
Decision had been reached in consultation before the case was assigned to the
writer of the opinion of the Court’s Division.
RENATO
C. CORONA
Associate Justice
Third Division, Chairperson
Chief Justice
[1] Rollo, pp. 11-32.
[2] Penned by Associate Justice Rosalinda Asuncion-Vicente,
with Associate Justices Godardo A. Jacinto and Bienvenido L. Reyes, concurring;
rollo, pp. 37-47.
[3]
[4]
[5]
[6]
[7]
[8]
[9]
[10]
[11]
[12]
[13] Rule 2, Section 1 of the Rules of Procedure on Corporate
Rehabilitation, effective
[14] Malayan Insurance Company, Inc. v. Victorias Milling
Company, Inc., G.R. No. 167768, April 17, 2009, 586 SCRA 45.
[15] Pacific Wide and Realty Development Corp. v. Puerto
Azul Land, Inc., G.R. Nos.
178768 and 180893,
[16] G.R. No. 107002,
[17] 389 Phil. 318 (2000).
[18] 438 Phil. 375 (2002).
[19]
[20]
Philippine
Airlines, Inc. v.
[21] Rule
2, Sec. 1, both the old and the new rules, defines “claim” as all claims or
demands of whatever nature or character against a debtor or its property,
whether for money or otherwise.
[22] Garcia v. Philippine Airlines, G.R. No.
164856, August 29, 2007, 531 SCRA 574; Sobrejuanite v.
ASB Development Corporation, G.R. No. 165675, September 30, 2005, 471 SCRA 763; Rubberworld (Phils.) Inc. v. NLRC, G.R. No. 126773,
[23] Supra.
[24] Rubberworld (Phils.) Inc. v. NLRC, supra
note 22, at 729.
[25] Supra note 20.
[26] Rubberworld (Phils.) Inc. v. NLRC, supra
note 22.
[27] See Malayan Insurance Company, Inc. v. Victorias
Milling Company, Inc., supra note 14, at 61.
[28] Rollo, p. 211.
[29] See Garcia v. Philippine Airlines, Inc., supra note
22, at 582
[30] Philippine Airlines, Inc. v. Kurangking, supra note 18.
[31] Rollo, p. 28.
[32] Micro Sales Operation Network v. National Labor
Relations Commission, G.R. No. 155279, October 11,
2005, 472 SCRA 328, 335.