You're currently signed in as:
User

IRENE MARTEL FRANCISCO v. NUMERIANO MALLEN

This case has been cited 7 times or more.

2015-07-22
CARPIO, ACTING CJ.
To hold a director or officer personally liable for corporate obligations, two requisites must concur: (1) complainant must allege in the complaint that the director or officer assented to patently unlawful acts of the corporation, or that the officer was guilty of gross negligence or bad faith; and (2) complainant must clearly and convincingly prove such unlawful acts, negligence or bad faith.[15] To hold a director personally liable for debts of the corporation, and thus pierce the veil of corporate fiction, the bad faith or wrongdoing of the director must be established clearly and convincingly.[16]
2015-03-11
BRION, J.
A corporation is a juridical entity with a legal personality separate and distinct from those acting for and in its behalf and, in general, from the people comprising it.[23] Thus, as a general rule, an officer may not be held liable for the corporation's labor obligations unless he acted with evident malice and/or bad faith in dismissing an employee.[24]
2014-10-22
BRION, J.
A director or officer shall only be personally liable for the obligations of the corporation, if the following conditions concur: (l)the complainant alleged in the complaint that the director or officer assented to patently unlawful acts of the corporation, or that the officer was guilty of gross negligence or bad faith; and (2) the complainant clearly and convincingly proved such unlawful acts, negligence or bad faith.[40]
2013-07-24
REYES, J.
To hold a director or officer personally liable for corporate obligations, two requisites must concur: (1) it must be alleged in the complaint that the director or officer assented to patently unlawful acts of the corporation or that the officer was guilty of gross negligence or bad faith; and (2) there must be proof that the officer acted in bad faith.[30]
2013-03-13
LEONARDO-DE CASTRO, J.
A corporation is an artificial entity created by operation of law.  It possesses the right of succession and such powers, attributes, and properties expressly authorized by law or incident to its existence.[37]  It has a personality separate and distinct from that of its stockholders and from that of other corporations to which it may be connected.[38]  As a consequence of its status as a distinct legal entity and as a result of a conscious policy decision to promote capital formation,[39] a corporation incurs its own liabilities and is legally responsible for payment of its obligations.[40]  In other words, by virtue of the separate juridical personality of a corporation, the corporate debt or credit is not the debt or credit of the stockholder.[41]  This protection from liability for shareholders is the principle of limited liability.[42]
2013-02-13
MENDOZA, J.
Before a director or officer of a corporation can be held personally liable for corporate obligations, however, the following requisites must concur: (1) the complainant must allege in the complaint that the director or officer assented to patently unlawful acts of the corporation, or that the officer was guilty of gross negligence or bad faith; and (2) the complainant must clearly and convincingly prove such unlawful acts, negligence or bad faith.[27]
2011-10-19
SERENO, J.
A corporation, as a juridical entity, may act only through its directors, officers and employees.[286] Obligations incurred as a result of the acts of the directors and officers as corporate agents are not their personal liabilities but those of the corporation they represent.[287] To hold a director or an officer personally liable for corporate obligations, two requisites must concur: (1) the complainant must allege in the complaint that the director or officer assented to patently unlawful acts of the corporation, or that the officer was guilty of gross negligence or bad faith; and (2) the complainant must clearly and convincingly prove such unlawful acts, negligence or bad faith.[288] "To hold a director, a trustee or an officer personally liable for the debts of the corporation and, thus, pierce the veil of corporate fiction, bad faith or gross negligence by the director, trustee or officer in directing the corporate affairs must be established clearly and convincingly."[289]