ManilaFIRST
DIVISION
VICTOR
AFRICA,
Petitioner,
G.
R.
No. 124478
March
11, 1998
-versus-
THE
HONORABLE
SANDIGANBAYAN
(THIRD DIVISION),
ROMAN
MABANTA, JR.
AND EDUARDO DE LOS ANGELES,
Respondents.
DECISION
DAVIDE,
JR., J :
This Petition for Certiorari
under Rule 65 of the Rules of Court seeks to annul the Resolutions of
the
Sandiganbayan dated 30 January 1996[1]
and 29 March 1996[2]
dismissing Civil Case No. 0146[3]
and denying petitioner's Motion for Reconsideration, respectively.
A summary of the prior
relevant events, as gathered from the voluminous records elevated to
this
Court by the Sandiganbayan[4]
and from G.R. No. 83831 entitled Africa v. PCGG,[5]
is appropriate for a better understanding of the case.
Pursuant to its powers
under Executive Order No. 1[6]
promulgated by then President Corazon C. Aquino on 28 February 1986,
the
Presidential Commission on Good Government (PCGG) sequestered on 14
March
1986 the Eastern Telecommunications Philippines, Inc. (ETPI). Two
months
later, the sequestration pertaining to 40% of the capital stock (Class
"B" shares) owned by Cable and Wireless, Ltd., a foreign corporation,
was
lifted. It, however, remained in force on the remaining 60% of the
capital
stock (Class "A" shares) consisting of the shares of Roberto S.
Benedicto;
Jose L. Africa; Polygon Investments & Managers, Inc.; and Universal
Molasses Corporation and all shares wherein the late President
Ferdinand
E. Marcos was deemed the beneficial owner.[7]
On 22 July 1987, the
PCGG filed with the Sandiganbayan Civil Case No. 0009 for the
reconveyance,
reversion, accounting, and restitution of the alleged ill-gotten ETPI
shares,
and for damages.
Then followed various
incidents, which this Court narrated in G.R. No. 83831, thus:
Subsequently, during
the annual stockholders meeting convened on January 29, 1988 pursuant
to
a PCGG Resolution dated January 28, 1988 which called for the
resumption
of the stockholders meeting originally scheduled on January 4, 1988,
Eduardo
M. Villanueva, as PCGG nominee, Roman Mabanta, Jr. and Eduardo de los
Angeles
as nominees of the foreign investors, Cable Wireless Ltd., and Jose L.
Africa (who was absent) were elected as members of the board of
directors.
An organizational
meeting
was later held where Eduardo Villanueva was elected as president and
general
manager, while Ramon Desuasido, Almario Velasco and Ranulfo Payos were
elected as acting corporate secretary, acting treasurer, and acting
assistant
corporate secretary, respectively.
The nomination and
election of PCGG nominees/designees to the ETPI Board of Directors, as
well as the election of its new officers, triggered a chain of
contentious
proceedings before the Sandiganbayan and this Court between the members
of the ETPI Board and its stockholders, on the one hand, and the PCGG's
nominees/designees elected to the ETPI Board, on the other hand, in the
cases hereinunder discussed.
Victor Africa, who
claims to be an employee of ETPI holding the positions of
vice-president,
general counsel (on official leave without pay), corporate secretary
and
special assistant to the chairman (and president), filed directly with
this Court on June 30, 1988 a Petition for Injunction docketed as G.R.
No. 83831, seeking to enjoin the PCGG and its nominees/designees to the
board of directors and the newly-installed officers of ETPI from
implementing
their alleged illegal, invalid and immoral act of ousting him from his
offices and positions at the ETPI pending the determination of whether
they have validly, legally and morally assumed their supposed positions
and offices as "directors" and/or "officers"" of ETPI.
He contends that the
reasons advanced by the PCGG-sponsored board of directors for ousting
him
from his offices (redundancy, need to conserve company funds and loss
of
confidence) are flimsy, whimsical and arbitrary, evidencing not only
the
PCGG-sponsored board's discriminatory and oppressive attitude towards
him
but, more importantly, its clear intent to harass him into refraining
from
questioning before several tribunals all the invalid, illegal and
immoral
acts of said PCGG-sponsored board which have caused and are still
causing
ETPI damages because they constitute dissipation of assets.
Further claiming that
the acts of respondents will work injustice, unfairness and inequity to
him as they will invalidly, illegally and immorally deprive him of his
principal means of livelihood to the detriment of his spouse and three
children, petitioner sought the issuance of a writ of preliminary
injunction
or a temporary restraining order to enjoin the PCGG from ousting him
from
his positions and offices effective June 30, 1988.
On July 8, 1988,
petitioner
informed the Court that while a verbal agreement to maintain the status
quo was reached between petitioner's lawyers, Attys. Juan de Ocampo and
Antonio Africa, and Messrs. Orlando Romero and Serafin Rivera of the
PCGG,
respondent Eduardo M. Villanueva circulated on July 5, 1988 an
inter-office
memorandum easing out the legitimate members of the board from their
rooms
in the executive offices for the benefit of the newly-installed members
of the questioned PCGG board; and that Ildefonso Reynoso,
vice-president
for administration, issued a memorandum to the Nival Security and
Protective
Agency informing them that they were being relieved of their duty to
provide
security services at the 7th Floor of Telecoms Plaza where the
executive
offices are located, which services would then be handled by the FCA
Security
Agency.
On July 15, 1988,
petitioner
was allegedly forcibly taken out of his office on the basis of a PCGG
order
which petitioner claimed was addressed not to then PCGG Commissioner
Laureta
but to three other PCGG officials, namely, Esteban B. Conejos, Jr.,
Serafin
P. Rivera and Orlando Z. Romero. As a consequence, petitioner Africa
sought
to have then Commissioner Laureta declared in contempt of court for
having
committed "improper conduct tending directly or indirectly, to impede,
obstruct or degrade the administration of justice." He likewise sought
the issuance of a writ of preliminary mandatory injunction ordering
respondents
to open his office and allow him access to and use of the same.[8]
In the Decision of
9 January 1992, We held that the issues raised in G.R. No. 83831, as
well
as in the motion for contempt filed by Eduardo Villanueva, were factual
in nature and could be best ventilated before the Sandiganbayan: "the
proper
forum where both parties [could] substantiate their respective claims."
We then referred the said case to the Sandiganbayan for appropriate
proceedings
and ordered its consolidation with Civil Case No. 0009. The said case
was
subsequently docketed as Civil Case No. 0146. Thereafter, the
petitioner
filed a motion for summary judgment, which the Sandiganbayan denied for
lack of merit.
The private respondents
then filed their answer with counterclaim in Civil Case No. 0146. They
reiterated that the petitioner was not a legitimate stockholder, but
merely
a dummy for the late President Marcos; he was not, therefore, entitled
to examine the corporate records.
In the interim, the
petitioner filed separate motions, among which was for the production
and
inspection of documents.
In its Resolution[9]
of 10 January 1994, the Sandiganbayan granted petitioner's motion for
the
production and inspection of documents pertaining to the transfer of
ETPI
shares to the private respondents, including the certificates of shares
of stock and the name, title, authority, and address of the person who
entered the changes in the stock and transfer book.
Private respondents
De los Angeles and Mabanta thereafter filed an omnibus motion for a
reconsideration
of the resolution and for the dismissal of Civil Case No. 0146. They
contended
that in G.R. No. 83831 (now Civil Case No. 0146), this Court did not
grant
petitioner's prayer for a temporary restraining order to enjoin the
PCGG
and the new board of directors and officers "from ousting the
petitioner
from his offices and positions at ETPI and even from his room during
the
pendency of the petition." They concluded that in the absence of a
restraining
order, the petitioner was validly stripped off of his positions,
thereby
rendering his petition moot and academic. They also cited Africa v. PCGG[10]
where this Court pronounced that they were elected as nominees of the
foreign
investor Cable and Wireless, Ltd., owner of the Class "B" shares, which
were outside the scope of sequestration. They then argued that in light
of this Court's rulings in PCGG v. Peña[11]
and San Miguel Corporation v. Khan,[12]
the Sandiganbayan did not have jurisdiction over them because the
shares
pertaining to them were neither ill-gotten nor sequestered.
The petitioner opposed
the omnibus motion because the validity of private respondents'
election
as members of the board remained the principal issue of his petition
and
their eventual replacement in the board did not absolve them from any
responsibility
for acts committed during their term.
In reply, the private
respondents stressed that their vote as directors to oust the
petitioner
from his positions and their right to sit as board members were issues
which were not in any way related to the sequestration or recovery of
ill-gotten
wealth of which the Sandiganbayan exercises exclusive original
jurisdiction.
In its Resolution of
30 January 1996,[13]
the Sandiganbayan granted private respondents' motion and dismissed
Civil
Case No. 0416. It ruled that the petition for injunction was moot and
academic
and could no longer prosper, since the act sought to be enjoined had
already
been consummated. Besides, the Sandiganbayan had no jurisdiction over
respondents
De los Angeles and Mabanta because their shares were no longer covered
by a writ of sequestration. Moreover, they were eventually replaced by
two British representatives.
His motion for a
reconsideration
of the resolution having been denied for lack of merit in the Resolution[14]
of the Sandiganbayan of 29 March 1996, the petitioner filed this
special
civil action for certiorari under Rule 65 of the Rules of Court
contending
that:
a. The Sandiganbayan
acted in grave abuse of discretion when it dismissed the case (ordered
by this Honorable Court to be consolidated with SB Case No. 0009) in
lieu
of taking "appropriate proceedings" as directed by this Honorable Court.
b. The Sandiganbayan
acted in grave abuse of discretion when it dismissed the case (even
while
it was already conducting hearings in the other cases on the
"substantially
identical" reliefs) instead of including the case in the said hearings.
c. The Sandiganbayan
acted in grave abuse of discretion when it dismissed the case (not only
against the respondents Mabanta and De los Angeles who were no longer
ETPI
directors, but also as against PCGG and the other non-PCGG respondents)
rather than just dropping the non-involved respondents and continuing
with
the others.
d. The Sandiganbayan
acted in grave abuse of discretion when it "found " the shares involved
(of Mabanta and De los Angeles) not to be sequestered notwithstanding
the
absence of any document excluding them from the sequestration
previously
imposed thereon by earlier documents.
On the other hand, the
private respondents allege that the dismissal of Civil Case No. 0416
was
based on the evidence and law. The original petition was in the nature
of a preliminary prohibitory injunction, and not a preliminary
mandatory
injunction as claimed by the petitioner. Since no injunction was
granted
by this Court, petitioner's ouster in 1988 became fait accompli.
To refute petitioner's
allegation that there was no evidence showing that their shares were
outside
the scope of sequestration, the private respondents cite the PCGG Order
of 14 May 1986, as well as the pronouncement of this Court in Africa v.
PCGG; thus:
The sequestration of
Eastern Telecommunications Philippines, Inc. is lifted. Henceforth,
sequestration
is limited to the shares of Roberto S. Benedicto, Jose L. Africa,
Polygon
Investments, Universal Molasses and all shares wherein Ferdinand E.
Marcos
is the beneficial owner.[15]
xxx
Shortly after the
PCGG
sequestered ETPI on March 14, 1986, the sequestration order was
partially
lifted in May 1986 when 40% of the shares of stock (Class "B") owned by
the Cable and Wireless, Ltd. were freed from the effects of
sequestration.[16]
Finally, the private
respondents cite anew the case of San Miguel Corporation v. Khan,[17]
where we held that the Sandiganbayan could not acquire jurisdiction
over
the suit involving the same respondent Eduardo de los Angeles because
the
San Miguel shares of stock pertaining to him were not sequestered.
For its part, the PCGG
maintains that the Sandiganbayan properly dismissed Civil Case No. 0146
on the grounds that (1) the case had become moot and academic and (2)
the
Sandiganbayan had no jurisdiction over the subject matter of the
petition
insofar as private respondents Mabanta and De los Angeles were
concerned.
As to the first, the
PCGG points out that the petitioner had long been ousted from his
position
in ETPI and there was, therefore, nothing more to enjoin. His
subsequent
motion for preliminary mandatory injunction praying that his office be
opened for his access and use was rendered nugatory by his ouster.
As to the second
ground,
the PCGG argues that in two resolutions,[18]
the Sandiganbayan consistently ruled that the sequestration of ETPI was
limited to Class "A" shares, representing the 60% Filipino-owned
capital
stock. The PCGG likewise confirms that in the controversial annual
stockholders'
meeting on 29 January 1988 the PCGG did not make any nomination
pertaining
to Class "B" shares because it recognized that said shares were not
sequestered.
Since then until the present, such fact has remained.
We dismiss the petition.
First, the petitioner
pursued the wrong remedy. Under Section 7 of P.D. No. 1606, as further
amended by Section 3 of R.A. No. 7975,[19]
petitioner's remedy from the order dismissing Civil Case No. 0146 was a
petition for review under Rule 45 of the Rules of Court. Said Section 7
pertinently provides as follows:
"Sec. 7. Form,
Finality
and Enforcement of Decisions. -
xxx
Decisions and final
orders of the Sandiganbayan shall be appealable to the Supreme Court by
petition for review on certiorari raising pure questions of law in
accordance
with Rule 45 of the Rules of Court."
The Sandiganbayan's Resolution
of 30 January 1996 dismissing Civil Case No. 0l46 was final in
character
in that it disposed of the action.[20]
Accordingly, the aggrieved party could appeal therefrom by way of a
petition
for review under Rule 45 of the Rules of Court pursuant to Sec. 7 of
P.D.
No. 1606 as further amended by R.A. No. 7975.
It is, of course,
settled
that the special civil action for certiorari may be resorted to even if
the remedy of appeal is available provided that it is shown that the
appeal
is inadequate, slow, insufficient, and will not promptly relieve a
party
from the injurious effects of the order complained of, or where the
appeal
is ineffective.[21]
In this case, the petitioner has not convinced us at all that the
regular
appeal under Rule 45 of the Rules of Court, as provided for in Section
7 of P.D. No. 1606 as further amended by R.A. No. 7975, was inadequate,
slow, insufficient, or ineffective. Other than his bare, stereotyped
allegation
in the petition that he had "no appeal, nor any plain, speedy, and
adequate
remedy in the ordinary course of law," which is even untrue since the
remedy
of appeal was in fact allowed, the petitioner has nothing to offer to
justify
his resort to Rule 65 of the Rules of Court.
Even if it be conceded,
arguendo, that the petitioner could properly avail of Rule
65,
the
instant petition would still fail. The assailed resolutions are not
tainted
with grave abuse of discretion.
We agree with the
Sandiganbayan
that the petition for injunction had become moot and academic. The
remedy
of injunction, specifically to prevent his ouster from his positions,
could
no longer be entertained because the act sought to be prevented had
long
been consummated.
Without doubt, the
said petition was precipitated by the letter[22]
dated 27 June 1988, which dismissed the petitioner from his positions
effective
30 June 1988. The petition in G.R. No. 83831, which was filed before
this
Court on 30 June 1988, sought the issuance of a writ of preliminary
injunction
or temporary restraining order to enjoin the PCGG and the newly elected
ETPI board members and officers from ousting the petitioner from his
positions
at ETPI. No temporary restraining order or writ of preliminary
injunction
was issued by this Court. Hence, he was effectively removed from his
positions.
Corollarily, his subsequent motion for a preliminary mandatory
injunction
praying that the respondents be ordered to open his office and allow
him
access to and use thereof had no leg to stand on.
Neither is there merit
in petitioner's argument that since this Court referred his original
petition
(G.R. No. 83831) to the Sandiganbayan for appropriate proceedings the
Sandiganbayan
should not have dismissed it. Such referral was made for the
Sandiganbayan
to exercise its original jurisdiction and to determine the merits of
the
issues raised by the parties, which were basically factual. Thus, the
said
tribunal allowed the parties to argue their positions, as indicated in
the voluminous pleadings and motions filed by them. Hearings on certain
motions, including those filed by the petitioner, were conducted. It
cannot,
therefore, be denied that the Sandiganbayan gave due consideration to
the
petition and dismissed the same only after the parties were given
sufficient
opportunity to ventilate their respective positions.
As to the issue of
the propriety of impleading private respondents De los Angeles and
Mabanta,
the ruling of the Sandiganbayan must be sustained. It must be
emphasized
that the private respondents were elected to the Board of Directors
upon
the nomination of the foreign investor Cable and Wireless, Ltd. At the
time of the election, the Class "B" shares, which were owned by the
said
foreign corporation, were no longer under sequestration. This was
confirmed
by the PCGG itself in its comment. Likewise, the Sandiganbayan itself
ruled,
in its Resolutions of 11 May and 1 August 1995 in Civil Case No. 0009,[23]
that said Class "B" shares were no longer under sequestration.
Conformably
with our ruling in PCGG v. Peña[24]
and San Miguel Corporation v. Kahn,[25]
the Sandiganbayan had no jurisdiction over the said private respondents
because the Class "B" shares pertaining to them were no longer covered
by the writ of sequestration.
Petitioner's submission
that, if at all, the dismissal should have been limited only insofar as
private respondents De los Angeles and Mabanta were concerned is not
persuasive.
Again, the nature of the petition was limited to the prevention of his
ouster by the respondents as a collegial body. As earlier discussed,
the
petition itself had become moot and academic, and its dismissal should
benefit all the respondents.
WHEREFORE, premises
considered, the petition is dismissed and the Resolutions of 30 January
and 29 March 1996 of the Sandiganbayan, Third Division, are affirmed in
toto, with costs against the petitioner.
SO ORDERED.
Bellosillo,
Vitug and
Quisumbing, JJ, concur.
Panganiban, J.,
took no part.
________________________________
Endnotes:
[1]
Annex "A" of Petition; Rollo, 43-47. Per De Leon, S., J., with Del
Rosario,
C., and Lagman, R., JJ., concurring.
[2]
Annex "B" of Petition; Rollo, 48-51.
[3]
Entitled "Victor Africa v. Presidential Commission on Good Government,
Jose Laureta, Melquiades Gutierrez, Eduardo M. Villanueva, Eduardo de
los
Angeles, and Roman Mabanta."
[4]
A total of forty-six (46) volumes in Civil Case No. 0009 was received
by
the Court.
[5]
205 SCRA 38 [1992].
[6]
Entitled "Creating the Presidential Commission on Good Government."
[7]
See Rollo, 112; See Africa v. PCGG, supra note 5.
[8]
Supra note 5, at 42-44.
[9]
Original Record (OR), Vol. 111, 697-708.
[10]
Supra note 5.
[11]
159 SCRA 556 [1988].
[12]
176 SCRA 447 [1989].
[13]
Supra note 1.
[14]
Supra note 2.
[15]
Rollo, 112.
[16]
Supra note 5 at 42.
[17]
Supra at note 12.
[18]
Resolutions of 11 May and 1 August 1995 in Civil Case No. 0009.
[19]
Entitled "An Act to Strengthen the Functional and Structural
Organization
of the Sandiganbayan, Amending for that Purpose Presidential Decree No.
1606, as Amended."
[20]
I Florenz D. Regalado, Remedial Law Compendium 398, 492 (1997).
[21]
Hualam Construction and Development Corp. v. Court of Appeals, 214 SCRA
612, 628 119921; See also PCGG v. Sandiganbayan, 210 SCRA 136, 149
[1992].
[22]
Rollo, 67.
[23]
See Resolution of 29 March 1996, Annex "B" of Petition; Rollo, 50.
[24]
Supra note 11.
[25]
Supra note 12. |