BA SAVINGS BANK,petitioner, vs.ROGER T. SIA, TACIANA U. SIA and
JOHN DOE,respondents.Facts:On August 6, 1997, the Court of Appeals
issued a Resolution denying due course to a Petition for Certiorari
filed by BA Savings Bank, on the ground that the Certification on
anti-forum shopping incorporated in the petition was signed not by
the duly authorized representative of the petitioner, as required
under Supreme Court Circular No. 28-91, but by its counsel, in
contravention of said circular x x x.A Motion for Reconsideration
was subsequently filed by the petitioner, attached to which was a
BA Savings Bank Corporate Secretarys Certificate,[4]dated August
14, 1997.The Certificate showed that the petitioners Board of
Directors approved a Resolution on May 21, 1996, authorizing the
petitioners lawyers to represent it in any action or proceeding
before any court, tribunal or agency; and to sign, execute and
deliver the Certificate of Non-forum Shopping, among others.On
October 24, 1997, the Motion for Reconsideration was denied by the
Court of Appeals on the ground that Supreme Court Revised Circular
No. 28-91 requires that it is the petitioner, not the counsel, who
must certify under oath to all of the facts and undertakings
required therein.Hence, this appeal.Issue:Whether or not the
Supreme Court Revised Circular No. 28-91 allows a corporation to
authorize its counsel to execute a certificate of non-forum
shopping for and on its behalf.Ruling:A corporation, such as the
petitioner, has no powers except those expressly conferred on it by
the Corporation Code and those that are implied by or are
incidental to its existence.In turn, a corporation exercises said
powers through its board of directors and/or its duly authorized
officers and agents.Physical acts, like the signing of documents,
can be performed only by natural persons duly authorized for the
purpose by corporate bylaws or by a specific act of the board of
directors.All acts within the powers of a corporation may be
performed by agents of its selection; and, except so far as
limitations or restrictions which may be imposed by special
charter, by-law, or statutory provisions, the same general
principles of law which govern the relation of agency for a natural
person govern the officer or agent of a corporation, of whatever
status or rank, in respect to his power to act for the corporation;
and agents once appointed, or members acting in their stead, are
subject to the same rules, liabilities and incapacities as are
agents of individuals and private persons.[7]In the present case,
the corporations board of directors issued a Resolution
specifically authorizing its lawyers to act as their agents in any
action or proceeding before the Supreme Court, the Court of
Appeals, or any other tribunal or agency[;] and to sign, execute
and deliver in connection therewith the necessary pleadings,
motions, verification, affidavit of merit,certificate of non-forum
shoppingand other instruments necessary for such action and
proceeding.The Resolution was sufficient to vest such persons with
the authority to bind the corporation and was specific enough as to
the acts they were empowered to do.In the case of natural persons,
Circular 28-91 requires the parties themselves to sign the
certificate of non-forum shopping.However, such requirement cannot
be imposed on artificial persons, like corporations, for the simple
reason that they cannot personally do the task themselves.As
already stated, corporations act only through their officers and
duly authorized agents.In fact, physical actions, like the signing
and the delivery of documents, may be performed, on behalf of the
corporate entity, only by specifically authorized
individuals.WHEREFORE, the Petition isGRANTEDand the appealed
Resolution isREVERSEDandSET ASIDE.The case isREMANDEDto the Court
of Appeals, which is directed to continue the proceedings in CA-GR
SP No. 43209 with all deliberate speed.No costs.
EMILIO S. YOUNG,petitioner, vs.JOHN KENG SENG a.k.a JOHN
SY,respondent.
Facts:On September 16, 1996, the herein private respondent John
Keng Seng, a.k.a. John Sy, filed a complaint for accounting of
general agency, injunction, turning over of properties, and
damages,with the Regional Trial Court of Bacolod City, Branch 53,
against the herein petitioner Emilio Young and his wife, Tita
Young.The case was docketed thereat as Civil Case No. 96-9508.The
private respondent subsequently filed an Amended Complaint with the
same Court.The spouses Young, for their part, filed a Motion to
Dismiss the case for lack of cause of action.On March 6, 1997, the
Regional Trial Court of Bacolod City, Branch 53, issued an order
dismissing Civil Case No. 96-9508.The private respondents Motion
for Reconsideration of the aforesaid order was denied by the same
court in its Order of April 2, 1997.On June 23, 1997, John Keng
Seng filed another complaint for accounting and damages with the
Regional Trial Court of Bacolod City, Branch 44, against the herein
petitioner Emilio Young.The case was docketed in that court as
Civil Case No. 97-9830.Young filed a Motion to Dismiss the case on
the ground that the complaint fails to state a good, valid and/or
worthwhile cause of action against the defendant.The respondent
court denied the Motion to Dismiss in its order of August 19,
1997.The petitioner filed a Motion for Reconsideration of the
aforesaid order based on the following grounds:The complainant x x
x fails to state a good, valid and/or worthwhile cause of action as
against the defendant and that the plaintiff had fatally failed to
comply with the rule against forum shopping, as he has in fact
deliberately submitted a false certification under oath as
contained in the complaint in the present suit.The RTC and CA ruled
that the respondent did not violate the rule on forum
shopping.Issue: W/N the respondent violated the rule on forum
shopping.Ruling:Huwag niyo ng isama to>>>It is said that
forum shopping is committed by a party who, having received an
adverse judgment in one forum, seeks another opinion in another
court, other than by appeal or the special civil action of
certiorari.More accurately, however, forum shopping is the
institution of two or more suits in different courts, either
simultaneously or successively, in order to ask the courts to rule
on the same or related causes and/or to grant the same or
substantially the same reliefs.[12]It is an act of malpractice that
is prohibited and condemned because it trifles with the courts and
abuses their processes.It degrades the administration of justice
and adds to the already congested court dockets.[13]To stamp out
this abominable practice of trifling with the administration of
justice, the Supreme Court promulgated Administrative Circulars
28-91 and 04-94 which states that the submission of a false
certification or non-compliance with any of the undertakings
therein shall constitute indirect contempt of court, without
prejudice to the corresponding administrative and criminal
actions.If the acts of the party or his counsel clearly constitute
willful and deliberate forum shopping, the same shall be ground for
summary dismissal with prejudice and shall constitute direct
contempt, as well as a cause for administrative sanctions
