G.R. No. 159108, 18 June 2012
Ma. Concepcion Lacsa and her sister, Miriam Lacsa, boarded a Goldline passenger bus owned and operated by Travel & Tours Advisers, Inc. Upon reaching the highway, the Goldline bus collided with a passenger jeepney coming from the opposite direction. As a result, a metal part of the jeepney was detached and struck Concepcion in the chest, causing her instant death.
Concepcion’s heirs, instituted in the RTC a suit against Travel & Tours Advisers Inc. and the bus driver to recover damages arising from breach of contract of carriage. The complaint, alleged that the collision was due to the reckless and imprudent manner by which the driver had driven the Goldline bus.
The defendants blamed that the driver of the jeepney had been at fault for failing to observe precautionary measures to avoid the collision and suggested that criminal and civil charges should be brought against the operator and driver of the jeepney. On his part, Cheng attested that he had exercised the required diligence in the selection and supervision of his employees.
After trial, the RTC rendered its decision in favor of the heirs of Concepcion. Aggrieved, the defendants appealed to the CA.
Thereafter, the plaintiffs moved for the issuance of a writ of execution. Accordingly, a tourist bus levied pursuant to the writ of execution. The plaintiffs moved to cite Cheng in contempt of court for failure to obey a lawful writ of the RTC.
Petitioner submitted a so-called verified third party claim, claiming that the tourist bus be returned to petitioner because it was the owner; that petitioner had not been made a party to the earlier Civil Case and that petitioner was a corporation entirely different from Travel & Tours Advisers, Inc., the defendant in the said Civil Case.
It is notable that petitioner’s Articles of Incorporation was amended shortly after the filing of Civil Case Travel & Tours Advisers, Inc.
The RTC dismissed petitioner’s verified third-party claim.
Hence, this petition.
Whether Gold Line Tours, Inc. and Travel & Tours Advisers, Inc. are two separate corporation with separate juridical personalities.
NO, Gold Line Tours, Inc. and Travel & Tours Advisers, Inc. were one and same entity.
In a long line of cases, the Supreme Court held:”Where the main purpose in forming the corporation was to evade one’s subsidiary liability for damages in a criminal case, the corporation may not be heard to say that it has a personality separate and distinct from its members, because to allow it to do so would be to sanction the use of fiction of corporate entity as a shield to further an end subversive of justice. The Supreme Court can even substitute the real party in interest in place of the defendant corporation in order to avoid multiplicity of suits and thereby save the parties unnecessary expenses and delay.
This Court had scrutinized the documents submitted by the Third party Claimant and found out that William Ching who claimed to be the operator of the Travel & Tours Advisers, Inc. (GOLDLINE) is also the President/Manager and incorporator of the Third Party Claimant Goldline Tours Inc. The Amended Articles of Incorporation of Gold Line Tours, Inc. disclose the same incorporators that of Travel & Tours Advisers, Inc. Further, William Ching disclosed during the trial of the case that defendant Travel & Tours Advisers, Inc. (Goldline), of which he is an officer, is operating sixty (60) units of Goldline buses. Thereby this Court could only say that these two corporations are one and the same corporations. This is of judicial knowledge that since Travel & Tours Advisers, Inc. came to Sorsogon it has been known as GOLDLINE.
Moreover, the name Goldline was added to defendant’s name in the Complaint. There was no objection from William Ching who could have raised the defense that Gold Line Tours, Inc. was in no way liable or involved. Indeed it appears to this Court that rather than Travel & Tours Advisers, Inc. it is Gold Line Tours, Inc., which should have been named party defendant.
Thus, whenever necessary for the interest of the public or for the protection of enforcement of their rights, the notion of legal entity should not and is not to be used to defeat public convenience, justify wrong, protect fraud or defend crime.
*Case digest by Doreena Pauline V. Aranal, JD – 4, Andres Bonifacio College, SY 2019 – 2020