October 2009 - Philippine Supreme Court Decisions/Resolutions
Philippine Supreme Court Jurisprudence
G.R. No. 186566 - Rep. Luis R. Villafuerte, et al. v. Gov. Oscar S. Moreno, et al.
THIRD DIVISION
[G.R. NO. 186566 : October 2, 2009]
REP. LUIS R. VILLAFUERTE, PROSPERO A. PICHAY, CHRISTIAN TAN, WILSON YOUNG, TERESITA ABUNDO, TONY FABICO, BONIFACIO ALENTAJAN, RIZALITO DELMORO, GODOFREDO E. GALLEGA, MANNY A. GATCHALIAN, MA. CARMEN S. PADOR, CELESTINO S. MARTINEZ, ANTONIO TAN ITURALDE, ALEXANDER WANG, YUL C. BENOSA, ELBERT CATAMPUNGAN ATILLANO, SR., LORENZO CO SY, EDWARD YU CHUA and LEONCIO CHUA, Petitioners, v. GOV. OSCAR S. MORENO, MANUEL V. PANGILINAN, MARIEVIC G. RAMOS-A�ONUEVO, JOSE A. CAPISTRANO, JR., PEDRO C. ALFARO, JR., BERNARDO GABRIEL L. ATIENZA, JOSE EMMANUEL M. EALA, FERNANDO G. LOZANO, FR. PAUL M. DE VERA OSB, NICANOR FORTICH JORGE, DANIEL DANILO V. SORIA and NATHANIEL P. PADILLA, Respondents.
D E C I S I O N
YNARES-SANTIAGO, J.:
Assailed in this Petition for Review on Certiorari is the November 18, 2008 Decision1 of the Court of Appeals in CA-G.R. SP No. 105368, which reversed and set aside the September 3, 2008 Decision of the Regional Trial Court (RTC) of Manila, Branch 24, in Civil Case No. 08-119546 and dismissed the petition for declaration of nullity of elections. Also assailed is the February 18, 2009 Resolution2 denying the Motion for Reconsideration.
The facts as found by the Court of Appeals are as follows:
On 28 August 2006, at the sideline of the 18th FIBA World Congress held at Tokyo, Japan, a Joint Communique ("Tokyo Communique") was entered into by the feuding Basketball Association of the Philippines ("BAP") and the newly formed Pilipinas Basketbol ("PB"), through their then incumbent Presidents, Jose D. Lina, Jr. and Bernardo Gabriel L. Atienza, respectively, and as witnessed not only by their other representatives but also by the representative of the Philippine Olympic Committee ("POC") and the FIBA Secretary General Patrick Baumann. The main objectives of the Tokyo Communique are (1) to unify said rival basketball associations and (2) to facilitate the lifting of the suspension imposed by the Federation Internationale de Basketball ("FIBA"), which prevented the country from participating in any international basketball competitions.
Specifically, the Tokyo Communique provides for the merger of the BAP and the PB resulting to a single united basketball organization that will seek membership with the POC and will eventually take over the membership of BAP in the FIBA, subject to the appropriate FIBA regulations on membership. It also provides for the creation of a three-man panel composed of the incumbent presidents of the BAP and the PB and a third member to be agreed upon by both presidents, which will undertake the tasks of (1) writing and finalizing the organization's constitution and by-laws; (2) reviewing, verifying and validating the list of members as submitted by BAP and PB to the FIBA Central Board Special Commission based on agreed set of criteria for membership as formulated by the panel; and (3) convening the National Congress of the united organization and to oversee the election of officers.
Pursuant to the provisions of the Tokyo Communique relative to the creation of a three-man panel, petitioner Manuel V. Pangilinan ("Petitioner Pangilinan") was named as its third member and was even chosen as its Chairman. Also, the BAP and PB submitted to FIBA their respective lists of members-associations in compliance with the provisions thereof.
On 17 September 2006, in keeping with the merger and unification efforts as embodied in the Tokyo Communique, the Samahang Basketbol ng Pilipinas, Inc. ("SBP") was established and its constitutive documents consisting of the Articles of Incorporation were signed by the five (5) incorporators, which include petitioner Pangilinan. On the same day, the incorporators likewise passed and signed its by-laws.3
On 4 February 2007, the three-man panel met in Bangkok, Thailand where it forged and executed a Memorandum of Agreement ("Bangkok Agreement") integrating therein the final terms and conditions of the unity and merger of BAP and PB. In said agreement, the BAP and PB amended the corporate name of SBP from "Samahang Basketbol ng Pilipinas, Inc." to "BAP-Samahang Basketbol ng Pilipinas, Inc." ("BAP-SBP"). It also stipulated the following: (1) the amendment of the SBP by-laws with regard to the voting requirement for the removal of officers; (2) the admission of all the bona fide members of BAP and PB as appearing in the lists submitted to FIBA as "members" instead of "probationary members" of SBP; (3) the respective rights of BAP and PB to nominate for corporate positions; (4) the lists of officers to be elected by the BAP and PB at the Unity Congress that will serve during the transitory period as provided in the by-laws; (5) the composition of and the respective right to nominate the members of the different committees of the BAP-SBP; and (6) the binding effect of the right to nominate, which shall be valid only during the aforesaid transitory period.
On 5 February 2007, as contemplated by and pursuant to the Bangkok Agreement, the First Trustees of the SBP attended a Unity Congress wherein the nomination and election of its transitory officers for the years 2007-2008 had taken place, the results of which had led to the proclamation of respondent Villafuerte as Chairman, Victorico P. Vargas, as Vice-Chairman, petitioner Pangilinan, as President, petitioner Marievic A�onuevo ("Petitioner A�onuevo"), as secretary, respondent Christian Tan ("Respondent Tan"), as treasurer, and respondent Bonifacio Alentajan, ("Respondent Alentajan"), as legal counsel.
Consequently however, contrary to the raison d etre of the Tokyo Communique, Bangkok Agreement and the convened Unity Congress, enmity and contest among the different personalities involved in Philippine basketball have prevailed leading to the formation of two (2) factions, the petitioners, on one hand, and the respondent, on the other. As can be gleaned from the records, said dispute evolved from the resolve of petitioner Pangilinan not to recognize the election of respondent Villafuerte as Chairman of BAP-SBP on account of the alleged failure of the latter to qualify for the said position.
On 14 May 2008, petitioner Pangilinan released a Press Statement announcing the validation of four (4) more organizations, in addition to the fifteen (15) organizations earlier validated, as active members of the SBP, the postponement of the scheduled 31 May 2008 National Congress and its resetting to 12 June 2008. This Press Statement prompted respondents Villafuerte, Alentajan and Tan to write to the FIBA Secretary General to report the alleged refusal of petitioner Pangilinan to follow the terms and conditions as stated in the Bangkok Agreement, as well as to inform FIBA of the convening of the National Congress of SBP on 4 June 2008.
On 17 May 2008, respondents Villafuerte, Alentajan and Tan along with a majority of the members of BAP-SBP approved and jointly issued a Notice of National Elections to be held on 4 June 2008, the agenda of which included the election of officers, organization of standing committees, accreditation of new applicants for membership, financial report, report on program for Nationwide Development of Basketball and other matters.
On 4 June 2008, respondents and the BAP-SBP members sympathetic to their faction attended the National Congress, wherein the regular trustees and the executive officers of SBP were elected. Respondent Villafuerte and Alentajan retained their previous positions while respondent Tan assumed the position of Executive Director. On the other hand, respondent Prospero A. Pichay, Jr. ("Respondent Pichay") replaced petitioner Pangilinan as president, respondent Wilson Young ("Respondent Young") replaced Victorico P. Vargas as Vice-Chairman and Teresita D. Abundo replaced petitioner A�onuevo as secretary.
Meanwhile, petitioner A�onuevo issued a Notice of National Congress to be held on 12 June 2008 for purposes of (1) hearing the reports of the President and the Executive Director, (2) recognizing the validated members of BAP-SBP, (3) conferring of the appropriate membership status to these members, (4) electing the members of the Board of Trustees, (5) overseeing the conduct of the organizational meetings of the board, (6) amending the Articles of Incorporation and By-Laws and (7) transacting any other matters of business.
On 12 June 2008, seventeen (17) of the nineteen (19) active members of BAP-SBP attended the National Congress that had been called by petitioner A�onuevo. The members of the Board of Trustees were then elected for the term of 2008 to 2012 and until their successors shall have been duly elected and qualified. Thereafter, the newly elected trustees held their Organizational Meeting and proceeded to elect the officers of BAP-SBP. Petitioners Pangilinan, Vargas and A�onuevo retained their respective positions while petitioners Oscar S. Moreno and Jose Emmanuel Eala were elected as Chairman and Executive Director, respectively. Replacing respondent Tan, Ernesto Jay Adalem was designated as treasurer of the organization.4
On June 27, 2008, petitioners filed before the Regional Trial Court of Manila a petition5 for declaration of nullity of the election of respondents as members of the Board of Trustees and Officers of BAP-SBP. The case was docketed as Civil Case No. 08-119546. Petitioners alleged that the June 12, 2008 election was a sham, illegal, and void. They also claimed to be the rightful and legally elected trustees and officers of the BAP-SBP and thus prayed that the corporate reins of BAP-SBP be turned over to them.
By way of answer, respondents argued that petitioners have no cause of action; that Villafuerte never assumed the position of Chairman of the BAP-SBP because he failed to qualify for the same; that before Villafuerte could legally assume the Chairmanship of BAP-SBP, he must first be elected a member of the Board of Trustees; that petitioners' June 4, 2008 National Congress had no quorum because the attendees thereof were either mere associates and non-voting members or actually non-members; and that only six of the attendees were active and voting members.???�r?bl?�
