Republic of the Philippines
Supreme Court
Manila
SECOND DIVISION
|
VIVIAN T.
RAMIREZ, ALBERTO B. DIGNO, DANILO M. CASQUITE, JUMADIYA A. KADIL, FAUJIA
SALIH, ANTONIO FABIAN, ROMEL DANAG, GINA PANTASAN, ARTHUR MATUGAS, VIRGILIA
OSARIO, ORLANDO EBRADA, ROSANA CABATO, WILFREDO LUNA, LILIA BARREDO, ISABEL
ALBERTO, NORA BONIAO, PILAR OSARIO, LYDIA ESLIT, AMMAN SALI, AKMAD AKIL,
ROGELIO LAZARO, ISABEL CONCILLADO, MARLON ABIAL, HERMOCILLO NAPALCRUZ, WALTER
BUHIAN, ELISEO AMATORIO, JOSE CASTRO, JAMIL LAGBAY, MA. EVELYN SANTOS,
LEDENIA T. BARON, ELSA AMATORIO, SARAH F. BUCOY, EXPEDITO L. RELUYA, ARNULFO
ALFARO, EDGARDO F. BORGONIA, DANILO R. MANINGO, ABDUSAID H. DAMBONG, LORINDA
M. MUTIA, DOMINADOR DEL ROSARIO, JOEL E. TRONO, HUSSIN A. JAWAJI, JUL-ASNAM
JAKARIA, LUZVIMINDA A. NOLASCO, VILMA G. GASCO, MORITA S. MARMETO, PROCESA
JUANICO, ANTONIO A. MONDRAGON, JR., JESSICA F. QUIACHON, PACITA G. MEDINA,
ARNEL S. SANTOS, ANECITA T. TARAS, TOMINDAO T. TARAS, NULCA C. SABDANI, AKMAD
A. SABDANI, ROWENA J. GARCIA, LINA P. CASAS, MARLYN G. FRANCISCO, MERCEDITA
MAQUINANO, NICOLAS T. RIO, TERESITA A. CASINAS, VIRGILIO F. IB-IB, PANTALEON
S. ROJAS, JR., EVELYN V. BEATINGO, MATILDE G. HUSSIN, ESPERANZA I. LLEDO,
ADOLFINA DELA MERCED, LAURA E. SANTOS, ROGACIANA MAQUILING, ALELIE D. SAMSON,
SHIRLEY L. ALVAREZ, MAGDALENA A. MARCOS, VIRGINIA S. ESPINOSA, ANTONIO C.
GUEVARA, AUGUSTA S. DE JESUS, SERVILLA A. BANCALE, PROSERFINA GATINAO, RASMA
A. FABRIGA, ROLANDO D. GATINAO, ANALISA G. MEA, SARAH A. SALCEDO, ALICIA M.
JAYAG, FERNANDO G. CABEROY, ROMEO R. PONCE, EDNA S. PONCE, TEODORA T. LUY,
WALDERICO F. ARIO, MELCHOR S. BUCOY, EDITA H. CINCO, RUDY I. LIMBAROC, PETER
MONTOJO, MARLYN S. ATILANO, REGIDOR MEDALLO, EDWIN O. DEMASUAY, DENNIS M.
SUICANO, ROSALINA Q. ATILANO, ESTRELLA FELICIANO, IMELDA T. DAGALEA, MARILYN
RUFINO, JOSE AGUSTIN, EFREN RIVERA, CRISALDO VALERO, SAFIA HANDANG, LUCENA R.
MEDINA, DANNY BOY B. PANGASIAN, ABDURASA HASIL, ROEL ALTA, JOBERT BELTRAN,
EDNA FAUSTO, TAJMAHAR HADJULA, ELENA MAGHANOY, ERIC B. QUITIOL, JESSE D. FLORES,
GEMMA CANILLAS, ERNITO CANILLAS, MARILOU JAVIER, MARGANI MADDIN, RICHARD
SENA, FE D. CANOY, GEORGE SALUD, EDGARDO BORGONIA, JR., ANTONIO ATILANO, JOSE
CASTRO, and LIBERATO BAGALANON, Petitioners, - versus - MAR FISHING
CO., INC., MIRAMAR FISHING CO., INC., ROBERT BUEHS AND JEROME SPITZ. Respondents. |
G.R. No. 168208 Present: CARPIO, J., Chairperson, BRION, PEREZ, SERENO, and REYES, JJ. Promulgated: June 13, 2012 |
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DECISION
SERENO, J.:
Before this Court is a Petition for
Review on Certiorari under Rule 45 of the Revised Rules of Court, seeking a
review of the Court of Appeals (CA) 19 March 2004 and 12 May 2005 Resolutions in
CA-G.R. SP NO. 82651. The appellate court had dismissed the Petition for Review
on the ground that it lacked a Verification and Certification against forum shopping.
The pertinent facts are as follows:
On 28 June 2001, respondent Mar
Fishing Co., Inc. (Mar Fishing), engaged in the business of fishing and canning
of tuna, sold its principal assets to co-respondent Miramar Fishing Co., Inc.
(Miramar) through public bidding.[1]
The proceeds of the sale were paid to the Trade and Investment Corporation of
the Philippines (TIDCORP) to cover Mar Fishings outstanding obligation in the
amount of ₱897,560,041.26.[2]
In view of that transfer, Mar Fishing issued
a Memorandum dated 23 October 2001 informing all its workers that the company would
cease to operate by the end of the month.[3]
On 29 October 2001 or merely two days prior to the months end, it notified the
Department of Labor and Employment (DOLE) of the closure of its business
operations.[4]
Thereafter, Mar Fishings labor
union, Mar Fishing Workers Union NFL and Miramar entered into a Memorandum
of Agreement.[5]
The Agreement provided that the acquiring company, Miramar, shall absorb Mar
Fishings regular rank and file employees whose performance was satisfactory,
without loss of seniority rights and privileges previously enjoyed.[6]
Unfortunately, petitioners, who
worked as rank and file employees, were not hired or given separation pay by
Miramar.[7]
Thus, petitioners filed Complaints for illegal dismissal with money claims
before the Arbitration Branch of the National Labor Relations Commission (NLRC).
In its 30 July 2002 Decision, the
Labor Arbiter (LA) found that Mar Fishing had necessarily closed its operations,
considering that Miramar had already bought the tuna canning plant.[8] By reason of the closure, petitioners
were legally dismissed for authorized cause.[9]
In addition, even if Mar Fishing reneged on notifying the DOLE within 30 days prior
to its closure, that failure did not make the dismissals void. Consequently, the
LA ordered Mar Fishing to give separation pay to its workers.[10]
The LA held thus:[11]
WHEREFORE, in view of the
foregoing considerations, judgment is hereby rendered in these cases:
1.
Ordering Mar Fishing Company, Inc.,
through its president, treasurer, manager or other proper officer or
representative, to pay the complainants their respective separation pay, as
computed in page 12 to 33 hereof, all totaling SIX MILLION THREE HUNDRED THIRTY SIX THOUSAND FIVE HUNDRED EIGHTY SEVEN
& 77/100 PESOS (₱6,336,587.77);
2.
Dismissing these case [sic] as against
Miramar Fishing Company, Inc., as well as against Robert Buehs and Jerome Spitz,
for lack of cause of action;
3.
Dismissing all other charges and claims
of the complainants, for lack of merit.
SO ORDERED.
Aggrieved, petitioners pursued the action before the
NLRC, which modified the LAs Decision. Noting that Mar Fishing notified the DOLE
only two days before the business closed, the labor court considered
petitioners dismissal as ineffectual.[12]
Hence, it awarded, apart from separation pay, full back wages to petitioners
from the time they were terminated on 31 October 2001 until the date when the
LA upheld the validity of their dismissal on 30 July 2002.[13]
Additionally, the NLRC pierced the veil of corporate
fiction and ruled that Mar Fishing and Miramar were one and the same entity,
since their officers were the same.[14]
Hence, both companies were ordered to solidarily pay the monetary claims.[15]
On reconsideration, the NLRC modified its ruling by
imposing liability only on Mar Fishing. The labor court held that petitioners
had no cause of action against Miramar, since labor contracts cannot be
enforced against the transferee of an enterprise in the absence of a stipulation
in the contract that the transferee assumes the obligation of the transferor.[16]
Hence, the dispositive portion reads:[17]
WHEREFORE,
foregoing premises considered, the assailed resolution is MODIFIED in
that only Mar Fishing Company, Inc. through its responsible officers, is ordered
to pay complainants their separation pay, and full backwages from the date they
were terminated from employment until 30 July 2002, subject to computation
during execution stage of proceedings at the appropriate Regional Arbitration
Branch.
SO
ORDERED.
Despite the award of separation pay and back wages,
petitioners filed a Rule 65 Petition before the CA. This time, they argued that
both Mar Fishing and Miramar should be made liable for their separation pay,
and that their back wages should be up to the time of their actual
reinstatement. However, finding that only 3 of the 228 petitioners[18]
signed the Verification and Certification against forum shopping, the CA instantly
dismissed the action for certiorari against the 225 other petitioners without
ruling on the substantive aspects of the case.[19]
By means of a Manifestation with Omnibus Motion,[20]
petitioners submitted a Verification and Certification against forum shopping executed
by 161 signatories. In the said pleading, petitioners asked the CA to
reconsider by invoking the rule that technical rules do not strictly apply to labor
cases.[21]
Still, the CA denied petitioners contentions and held thus:[22]
Anent
the liberality in application of the rules, as alleged by petitioners, the same
deserves scant consideration. x x x.
xxx.
While litigation is not a game of technicalities, and that the rules of
procedure should not be enforced strictly at the cost of substantial justice,
still it does not follow that the Rules of Court may be ignored at will and at
random to the prejudice of the orderly presentation, assessment and just
resolution of the issues. xxx.
Before this Court, 124 petitioners
raise the issue of whether the CA gravely erred in dismissing their Petition
for Review on the ground that their pleading lacked a Verification and
Certification against forum shopping.[23]
The Rules of Court provide that a
petition for certiorari must be verified and accompanied by a sworn
certification of non-forum shopping.[24]
Failure to comply with these mandatory requirements shall be sufficient ground
for the dismissal of the petition.[25]
Considering that only 3 of the 228 named petitioners signed the requirement,
the CA dismissed the case against them, as they did not execute a Verification
and Certification against forum shopping.
Petitioners invoke substantial compliance
with procedural rules when their Manifestation already contains a Verification
and Certification against forum shopping executed by 161 signatories. They heavily
rely on Jaro v. Court of Appeals,[26]
citing Piglas-Kamao v. National Labor
Relations Commission and
Cusi-Hernandez v. Diaz, in which we discussed that the subsequent
submission of the missing documentary attachments with the Motion for
Reconsideration amounted to substantial compliance.
However, this very case does not
involve a failure to attach the Annexes. Rather, the procedural infirmity
consists of omission the failure to sign a Verification and Certification
against forum shopping. Addressing this defect squarely, we have already resolved
that because of noncompliance with the requirements governing the certification
of non-forum shopping, no error could be validly attributed to the CA when it
ordered the dismissal of the special civil action for certiorari.[27]
The lack of certification against forum shopping is not curable by mere
amendment of a complaint, but shall be a cause for the dismissal of the case
without prejudice.[28]
Indeed, the general rule is that
subsequent compliance with the requirements will not excuse a party's failure
to comply in the first instance.[29]
Thus, on procedural aspects, the appellate court correctly dismissed the case.
However, this Court has recognized
that the merit of a case is a special circumstance or compelling reason that
justifies the relaxation of the rule requiring verification and certification
of non-forum shopping.[30]
In order to fully resolve the issue, it is thus necessary to determine whether
technical rules were brushed aside at the expense of substantial justice.[31]
This Court will then delve into the issue on (1) the solidary liability of Mar
Fishing and Miramar to pay petitioners monetary claims and (2) the reckoning
period for the award of back wages.
For a dismissal based on the closure
of business to be valid, three (3) requirements must be established. Firstly,
the cessation of or withdrawal from business operations must be bona fide in character. Secondly, there
must be payment to the employees of termination pay amounting to at least
one-half (1/2) month pay for each year of service, or one (1) month pay,
whichever is higher. Thirdly, the company must serve a written notice on the
employees and on the DOLE at least one (1) month before the intended
termination.[32]
In their Petition for Review on
Certiorari, petitioners did not dispute the conclusion of the LA and the NLRC
that Mar Fishing had an authorized cause to dismiss its workers. Neither did
petitioners challenge the computation of their separation pay.
Rather, they questioned the holding
that only Mar Fishing was liable for their monetary claims.[33]
Basing their conclusion on the
Memorandum of Agreement and Supplemental Agreement between Miramar and Mar
Fishings labor union, as well as the General Information Sheets and Company
Profiles of the two companies, petitioners assert that Miramar simply took over
the operations of Mar Fishing. In addition, they assert that these companies
are one and the same entity, given the commonality of their directors and the
similarity of their business venture in tuna canning plant operations.[34]
At the fore, the question of
whether one corporation is merely an alter ego of another is purely one of fact
generally beyond the jurisdiction of this Court.[35]
In any case, given only these bare reiterations, this
Court sustains the ruling of the LA as affirmed by the NLRC that Miramar and
Mar Fishing are separate and distinct entities, based on the marked differences
in their stock ownership.[36]
Also, the fact that Mar Fishings officers remained as such in Miramar does not
by itself warrant a conclusion that the two companies are one and the same. As
this Court held in Sesbreo v. Court of
Appeals, the mere showing that the corporations had a common director
sitting in all the boards without more does not authorize disregarding their separate
juridical personalities.[37]
Neither can the veil of corporate
fiction between the two companies be pierced by the rest of petitioners
submissions, namely, the alleged take-over by Miramar of Mar Fishings
operations and the evident similarity of their businesses. At this point, it bears emphasizing that
since piercing the veil of corporate fiction is frowned upon, those who seek to
pierce the veil must clearly establish that the separate and distinct
personalities of the corporations are set up to justify a wrong, protect a
fraud, or perpetrate a deception.[38]
This, unfortunately, petitioners have failed to do. In Indophil Textile Mill Workers Union vs. Calica, we ruled thus:[39]
In
the case at bar, petitioner seeks to pierce the veil of corporate entity of
Acrylic, alleging that the creation of the corporation is a devi[c]e to evade
the application of the CBA between petitioner Union and private respondent
company. While we do not discount the
possibility of the similarities of the businesses of private respondent and
Acrylic, neither are we inclined to apply the doctrine invoked by petitioner in
granting the relief sought. The fact that the businesses of private
respondent and Acrylic are related, that some of the employees of the private
respondent are the same persons manning and providing for auxiliary services to
the units of Acrylic, and that the physical plants, offices and facilities are
situated in the same compound, it is our considered opinion that these facts
are not sufficient to justify the piercing of the corporate veil of Acrylic. (Emphasis
supplied.)
Having been found by the trial courts
to be a separate entity, Mar Fishing and not Miramar is required to compensate
petitioners. Indeed, the back wages and retirement pay earned from the former
employer cannot be filed against the new owners or operators of an enterprise.[40]
Evidently, the assertions of petitioners
fail on both procedural and substantive aspects. Therefore, no
special reasons exist to reverse the CAs dismissal of the case due to their failure
to abide by the mandatory procedure for filing a petition for review on
certiorari. Given the correctness of the appellate courts ruling and the lack
of appropriate remedies, this Court will no longer dwell on the exact
computation of petitioners claims for back wages, which have been sufficiently
threshed out by the LA and the NLRC. Judicial review of labor cases does not go
beyond an evaluation of the sufficiency of the evidence upon which labor
officials' findings rest.[41]
While we
sympathize with the situation of the workers in this case, we cannot disregard,
absent compelling reasons, the factual determinations and the legal doctrines
that support the findings of the courts a
quo. Generally, the findings of fact and the conclusion of the labor courts
are not only accorded great weight and respect, but are even clothed with
finality and deemed binding on this Court, as long as they are supported by
substantial evidence.[42]
On a final note,
this Court reminds the parties seeking the ultimate relief of certiorari to observe
the rules, since nonobservance thereof cannot be brushed aside as a mere
technicality.[43] Procedural
rules are not to be belittled or simply disregarded, for these prescribed
procedures ensure an orderly and speedy administration of justice.[44]
IN
VIEW THEREOF, the assailed 19 March 2004 and 12
May 2005 Resolutions of the Court of Appeals in CA-GR SP NO. 82651 are AFFIRMED. Hence, the 04 July 2005 Petition
for Review filed by petitioners is hereby denied for lack of merit.
SO ORDERED.
MARIA
Associate Justice
WE CONCUR:
Chairperson
ARTURO D. BRION JOSE
Associate Justice Associate Justice
BIENVENIDO L.
REYES
Associate
Justice
I certify 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 Courts Division.
The Judiciary Act of 1948, as amended)
[1]
Executive Labor Arbiters Decision, rollo,
pp. 226-227; NLRCs Resolution
dated 17 December 2003, rollo, pp. 713-714.
[2]
Id.
[3]
Rollo, p. 68.
[4]
Id. at 98.
[5]
Id. at 80-82
[6]
Id. at 81.
[7]
Petitioners Petition for Review, rollo,
p. 24.
[8]
Executive Labor Arbiters Decision, rollo,
p. 230.
[9]
Id. at 229.
[10]
Id. at 230.
[11]
Id. at 254.
[12]
NLRCs Resolution dated 29
August 2003, rollo, p. 333.
[13]
Id.
[14]
Id. at 334.
[15]
Id.
[16] NLRCs Resolution dated 17 December
2003, rollo, p. 714.
[17]
Id. at 715.
[18]
Jose D. Robocca, Teresita A. Sosmea, and Nathan B. Ego-Ugan.
[19]
CAs Resolution dated 19 March 2004, rollo,
pp. 742-743.
[20]
Rollo, p.
744.
[21]
Id. at 746.
[22]
CAs Resolution dated 12 May 2005, rollo,
p. 769.
[23]
Petitioners Petition for Review, rollo,
p. 29.
[24]
Rules
of Court, Rule 65, Sec.
1.
[25]
Rules
of Court, Rule 46, Sec.
3; Chinese Young Men's Christian
Association of the Philippine Islands v. Remington Steel Corporation, G.R.
No. 159422, 28 March 2008, 550 SCRA 180.
[26]
427 Phil. 532 (2002).
[27]Mariveles Shipyard Corporation v. Court of
Appeals, 461 Phil. 249 (2003).
[28]
Republic v. Coalbrine International
Philippines, Inc., G.R. No. 161838, 7 April 2010, 617 SCRA 491.
[29]
Philippine Public School Teachers
Association v. The Heirs of Carolina P. Iligan, 528 Phil. 1197 (2006).
[30]
Shipside v. Court of Appeals, 404
Phil. 981 (2001).
[31]
Millennium Erectors Corporation v.
Magallanes, G.R. No. 184362, 15 November 2010, 634 SCRA 708.
[32]
Mobil Employees Association v. NLRC, 262 Phil. 803 (1990).
[33]
Petitioners Petition for Review on Certiorari, rollo, p. 731.
[34]
Id. at 734-736.
[35]
Sarona v. National Labor Relations
Commission, G.R. No. 185280, 18 January 2012.
[36]
Supra note 8,
at 252-253.
[37]
G.R. No. 89252, 24 May 1993, 222 SCRA 466.
[38]
Kukan International Corporation v. Reyes,
G.R. No. 182729, 29 September 2010, 631 SCRA 596.
[39]
G.R. No. 96490, 3 February 1992, 205 SCRA 697, 704.
[40]
Martinez v. National Labor Relations
Commission, 339 Phil. 176 (1997).
[41] G & M (Phil.), Inc. v. Zenas Rivera,
G.R. No. 141802, 29 January 2007, 513 SCRA 180.
[42] Id.
[43]
Lanzaderas v. Amethyst Security and
General Services, 452 Phil. 621 (2003).
[44]
Bank of the Philippine Islands v. Dando,
G.R. No. 177456, 4 September 2009, 598 SCRA 378.