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FRANCIS CHUA v. CA

This case has been cited 10 times or more.

	GR No. 165887 2011-06-06	MAJORITY STOCKHOLDERS OF RUBY INDUSTRIAL CORPORATION v. MIGUEL LIM VILLARAMA, JR., J.
A derivative action is a suit by a shareholder to enforce a corporate cause of action.[51] It is a remedy designed by equity and has been the principal defense of the minority shareholders against abuses by the majority.[52] For this purpose, it is enough that a member or a minority of stockholders file a derivative suit for and in behalf of a corporation.[53] An individual stockholder is permitted to institute a derivative suit on behalf of the corporation wherein he holds stock in order to protect or vindicate corporate rights, whenever officials of the corporation refuse to sue or are the ones to be sued or hold the control of the corporation. In such actions, the suing stockholder is regarded as the nominal party, with the corporation as the party in interest.[54]
	GR No. 181455-56 2009-12-04	SANTIAGO CUA v. MIGUEL OCAMPO TAN CHICO-NAZARIO, J.
In Chua v. Court of Appeals,[83] the Court stresses that the corporation is the real party in interest in a derivative suit, and the suing stockholder is only a nominal party: An individual stockholder is permitted to institute a derivative suit on behalf of the corporation wherein he holds stocks in order to protect or vindicate corporate rights, whenever the officials of the corporation refuse to sue, or are the ones to be sued, or hold the control of the corporation. In such actions, the suing stockholder is regarded as a nominal party, with the corporation as the real party in interest.
	GR No. 168863 2009-06-23	HI-YIELD REALTY v. CA QUISUMBING, J.
Even then, not every suit filed on behalf of the corporation is a derivative suit. For a derivative suit to prosper, the minority stockholder suing for and on behalf of the corporation must allege in his complaint that he is suing on a derivative cause of action on behalf of the corporation and all other stockholders similarly situated who may wish to join him in the suit.[20] The Court finds that Roberto had satisfied this requirement in paragraph five (5) of his petition which reads: 5. Individual petitioner, being a minority stockholder, is instituting the instant proceeding by way of a derivative suit to redress wrongs done to petitioner corporation and vindicate corporate rights due to the mismanagement and abuses committed against it by its officers and controlling stockholders, especially by respondent Leonora H. Torres (Leonora, for brevity) who, without authority from the Board of Directors, arrogated upon herself the power to bind petitioner corporation from incurring loan obligations and later allow company properties to be foreclosed as hereinafter set forth;[21]
	GR No. 177549 2009-06-18	ANT S. YU v. JOSEPH S. YUKAYGUAN CHICO-NAZARIO, J.
The general rule is that where a corporation is an injured party, its power to sue is lodged with its board of directors or trustees. Nonetheless, an individual stockholder is permitted to institute a derivative suit on behalf of the corporation wherein he holds stocks in order to protect or vindicate corporate rights, whenever the officials of the corporation refuse to sue, or are the ones to be sued, or hold the control of the corporation. In such actions, the suing stockholder is regarded as a nominal party, with the corporation as the real party in interest. A derivative action is a suit by a shareholder to enforce a corporate cause of action. The corporation is a necessary party to the suit. And the relief which is granted is a judgment against a third person in favor of the corporation. Similarly, if a corporation has a defense to an action against it and is not asserting it, a stockholder may intervene and defend on behalf of the corporation.[43] By virtue of Republic Act No. 8799, otherwise known as the Securities Regulation Code, jurisdiction over intra-corporate disputes, including derivative suits, is now vested in the Regional Trial Courts designated by this Court pursuant to A.M. No. 00-11-03-SC promulgated on 21 November 2000.
	GR No. 154207 2007-04-27	FERDINAND A. CRUZ v. ALBERTO MINA AUSTRIA-MARTINEZ, J.
Under Article 100 of the Revised Penal Code, every person criminally liable for a felony is also civilly liable except in instances when no actual damage results from an offense, such as espionage, violation of neutrality, flight to an enemy country, and crime against popular representation.[9] The basic rule applies in the instant case, such that when a criminal action is instituted, the civil action for the recovery of civil liability arising from the offense charged shall be deemed instituted with criminal action, unless the offended party waives the civil action, reserves the right to institute it separately or institutes the civil action prior to the criminal action.[10]
	GR No. 161886 2007-03-16	FILIPINAS PORT SERVICES GARCIA, J.
Under the Corporation Code, where a corporation is an injured party, its power to sue is lodged with its board of directors or trustees. But an individual stockholder may be permitted to institute a derivative suit in behalf of the corporation in order to protect or vindicate corporate rights whenever the officials of the corporation refuse to sue, or when a demand upon them to file the necessary action would be futile because they are the ones to be sued, or because they hold control of the corporation.[22] In such actions, the corporation is the real party-in-interest while the suing stockholder, in behalf of the corporation, is only a nominal party.[23]
	GR NO. 152903 2006-07-17	THOMASITA RODRIGUEZ v. ROLANDO GADIANE TINGA, J.
It was further held in De la Rosa that the complainant has such an interest in the civil aspect of the case that he may file a special civil action questioning the decision or action of the respondent court on jurisdictional grounds. In so doing, complainant should not bring the action in the name of the People of the Philippines. He should do so and prosecute it in his name as such complainant. In the same vein, the cases of Martinez v. Court of Appeals,[11] Santos v. Court of Appeals,[12] and Chua v. Court of Appeals[13] adhere to the doctrines mentioned above.
	GR NO. 144320 2006-04-26	NATIVIDAD ARIAGA VDA. DE GURREA v. ENRIQUE SUPLICO AUSTRIA-MARTINEZ, J.
As to petitioners' entitlement to other forms of damages, while the complaint filed by herein petitioners with the trial court contains a general prayer for the grant of other reliefs, the rule is that evidence should be taken of the damages claimed and the court should determine who are the persons entitled to such indemnity.[26] The power of the courts to grant damages and attorney's fees demands factual, legal and equitable justification; its basis cannot be left to speculation or conjecture.[27] In the present case, no allegation, much less, evidence was presented by petitioners to prove that they are entitled to damages.
	GR NO. 142474 2005-08-18	R.N. SYMACO TRADING CORPORATION v. LUISITO T. SANTOS CALLEJO, SR., J.
The Court also agrees with the petitioners' contention that as respondent Santos was not a legitimate MFBAI member, he had no standing to file a derivative suit for and in its behalf. One of the requisites of a derivative suit is that the party bringing the suit should be a stockholder/member at the time of the action or transaction complained of.[33] The right to sue derivatively is an attribute of corporate ownership which, to be exercised, requires that the injury alleged be indirect as far as the stockholders/members are concerned, and direct only insofar as the corporation is concerned. The whole purpose of the law authorizing a derivative suit is to allow the stockholder/member to enforce rights which are derivative (secondary) in nature.[34] A derivative action is a suit by a shareholder/member to enforce a corporate cause of action.[35]