This case has been cited 2 times or more.
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2010-04-23 |
LEONARDO-DE CASTRO, J. |
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| In order to demonstrate the legality of the grant of his benefits, it was insufficient for the petitioner to assert that the disputed allowances and benefits were approved by the board of directors of the MGC. Such board action should in itself be authorized by law or regulation or have valid legal basis. Otherwise, it becomes an illegal corporate act that is void and cannot be validated.[28] In this case, the MGC board action that permitted the disallowed disbursements was not shown to have complied with Section 15(d) of both Republic Act No. 8522 and Republic Act No. 8745, otherwise known as the General Appropriations Act of 1998 and the General Appropriations Act of 1999, respectively, which provide: Sec. 15. Restrictions on the Use of Government Funds. - No government funds shall be utilized for the following purposes: | |||||
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2004-09-14 |
DAVIDE JR., C.J. |
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| He is made, by specific provision of law, to personally answer for his corporate action.[38] It is worth noting that when the late Toda sold his shares of stock to Le Hun T. Choa, he knowingly and voluntarily held himself personally liable for all the tax liabilities of CIC and the buyer for the years 1987, 1988, and 1989. Paragraph g of the Deed of Sale of Shares of Stocks specifically provides: Except for transactions occurring in the ordinary course of business, Cibeles has no liabilities or obligations, contingent or otherwise, for taxes, sums of money or insurance claims other than those reported in its audited financial statement as of December 31, 1989, attached hereto as "Annex B" and made a part hereof. The business of Cibeles has at all times been conducted in full compliance with all applicable laws, rules and regulations. SELLER undertakes and agrees to hold the BUYER and Cibeles free from any and all income tax liabilities of Cibeles for the fiscal years 1987, 1988 and 1989.[39] [Underscoring Supplied]. When the late Toda undertook and agreed "to hold the BUYER and Cibeles free from any all income tax liabilities of Cibeles for the fiscal years 1987, 1988, and 1989," he thereby voluntarily held himself personally liable therefor. Respondent estate cannot, therefore, deny liability for CIC's deficiency income tax for the year 1989 by invoking the separate corporate personality of CIC, since its obligation arose from Toda's contractual undertaking, as contained in the Deed of Sale of Shares of Stock. | |||||