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MEL V. VELARDE v. LOPEZ

This case has been cited 9 times or more.

	GR No. 167530 2013-03-13	PHILIPPINE NATIONAL BANK v. HYDRO RESOURCES CONTRACTORS CORPORATION LEONARDO-DE CASTRO, J.
While ownership by one corporation of all or a great majority of stocks of another corporation and their interlocking directorates may serve as indicia of control, by themselves and without more, however, these circumstances are insufficient to establish an alter ego relationship or connection between DBP and PNB on the one hand and NMIC on the other hand, that will justify the puncturing of the latter's corporate cover. This Court has declared that "mere ownership by a single stockholder or by another corporation of all or nearly all of the capital stock of a corporation is not of itself sufficient ground for disregarding the separate corporate personality."[66] This Court has likewise ruled that the "existence of interlocking directors, corporate officers and shareholders is not enough justification to pierce the veil of corporate fiction in the absence of fraud or other public policy considerations."[67]
	GR No. 194578 2013-02-13	PHILIP SIGFRID A. FORTUN v. PRIMA JESUSA B. QUINSAYAS CARPIO, J.
We agree with ABS-CBN on this issue. We have ruled that a subsidiary has an independent and separate juridical personality distinct from that of its parent company and that any suit against the the latter does not bind the former and vice-versa.[16] A corporation is an artificial being invested by law with a personality separate and distinct from that of other corporations to which it may be connected.[17] Hence, SNN, not ABS-CBN, should have been made respondent in this case.
	GR No. 171101 2011-11-22	HACIENDA LUISITA v. PRESIDENTIAL AGRARIAN REFORM COUNCIL VELASCO JR., J.
In the third place, by arguing that the companies involved in the transfers of the 300-hectare portion of Hacienda Luisita have interlocking directors and, thus, knowledge of one may already be imputed upon all the other companies, AMBALA and Rene Galang, in effect, want this Court to pierce the veil of corporate fiction. However, piercing the veil of corporate fiction is warranted "only in cases when the separate legal entity is used to defeat public convenience, justify wrong, protect fraud, or defend crime, such that in the case of two corporations, the law will regard the corporations as merged into one."[49] As succinctly discussed by the Court in Velarde v. Lopez, Inc.:[50]
	GR No. 177970 2010-08-25	AGRICULTURAL v. JUEBER P. SIAZAR ABAD, J.
The separation pay in this case shall be reckoned from the time Siazar worked for AISC, from June 1996 until the finality of this decision. The Court could not hold AISC liable for his work with DHMI for lack of evidence that the latter was simply an alter ego of AISC and had been established to evade an existing obligation, justify a wrong, or protect a fraud.[38]
	GR NO. 167434 2007-02-19	SPS. RAMON M. NISCE v. EQUITABLE PCI BANK CALLEJO, SR., J.
Admittedly, PCI Capital is a subsidiary of respondent Bank. Even then, PCI Capital [PCI Express Padala (HK) Ltd.] has an independent and separate juridical personality from that of the respondent Bank, its parent company; hence, any claim against the subsidiary is not a claim against the parent company and vice versa.[74] The evidence on record shows that PCIB, which had been merged with Equitable Bank, owns almost all of the stocks of PCI Capital. However, the fact that a corporation owns all of the stocks of another corporation, taken alone, is not sufficient to justify their being treated as one entity. If used to perform legitimate functions, a subsidiary's separate existence shall be respected, and the liability of the parent corporation, as well as the subsidiary shall be confined to those arising in their respective business.[75] A corporation has a separate personality distinct from its stockholders and from other corporations to which it may be conducted. This separate and distinct personality of a corporation is a fiction created by law for convenience and to prevent injustice.
	GR NO. 145901 2005-12-15	EASYCALL COMMUNICATIONS PHILS. v. EDWARD KING CORONA, J.
Under Section 5 of PD 902-A, the law applicable at the time this controversy arose,[6] the SEC, not the NLRC, had original and exclusive jurisdiction over cases involving the removal of corporate officers. Section 5(c) of PD 902-A applied to a corporate officer's dismissal for his dismissal was a corporate act and/or an intra-corporate controversy.[7]
	GR NO. 151438 2005-08-15	JARDINE DAVIES v. JRB REALTY CALLEJO, SR., J.
It is an elementary and fundamental principle of corporation law that a corporation is an artificial being invested by law with a personality separate and distinct from its stockholders and from other corporations to which it may be connected. While a corporation is allowed to exist solely for a lawful purpose, the law will regard it as an association of persons or in case of two corporations, merge them into one, when this corporate legal entity is used as a cloak for fraud or illegality.[14] This is the doctrine of piercing the veil of corporate fiction which applies only when such corporate fiction is used to defeat public convenience, justify wrong, protect fraud or defend crime.[15] The rationale behind piercing a corporation's identity is to remove the barrier between the corporation from the persons comprising it to thwart the fraudulent and illegal schemes of those who use the corporate personality as a shield for undertaking certain proscribed activities.[16]
	GR No. 151438 2005-07-15	JARDINE DAVIES v. JRB REALTY CALLEJO, SR., J.
It is an elementary and fundamental principle of corporation law that a corporation is an artificial being invested by law with a personality separate and distinct from its stockholders and from other corporations to which it may be connected. While a corporation is allowed to exist solely for a lawful purpose, the law will regard it as an association of persons or in case of two corporations, merge them into one, when this corporate legal entity is used as a cloak for fraud or illegality.[14] This is the doctrine of piercing the veil of corporate fiction which applies only when such corporate fiction is used to defeat public convenience, justify wrong, protect fraud or defend crime.[15] The rationale behind piercing a corporation's identity is to remove the barrier between the corporation from the persons comprising it to thwart the fraudulent and illegal schemes of those who use the corporate personality as a shield for undertaking certain proscribed activities.[16]
	GR NO. 163786 2005-02-16	TIMES TRANSPORTATION COMPANY v. SANTOS SOTELO YNARES-SANTIAGO, J.
We have held that piercing the corporate veil is warranted only in cases when the separate legal entity is used to defeat public convenience, justify wrong, protect fraud, or defend crime, such that in the case of two corporations, the law will regard the corporations as merged into one.[27] It may be allowed only if the following elements concur: (1) control not mere stock control, but complete domination not only of finances, but of policy and business practice in respect to the transaction attacked; (2) such control must have been used to commit a fraud or a wrong to perpetuate the violation of a statutory or other positive legal duty, or a dishonest and an unjust act in contravention of a legal right; and (3) the said control and breach of duty must have proximately caused the injury or unjust loss complained of.[28]