"No other love,
let no other love know the wonder of your spell"
let no other love know the wonder of your spell"
What.. Mistake in the Blow?? haha. Just imagine the Lady of Justice so deeply and madly in-love.. boy.. there'll be a miscarriage of justice that's for sure. I swear.
If ever there's a blog post that testifies that love is not just stupid sweet-nothings and cutie-patootie stuff.. this is it.
Deep love is as strong as death, the holy scriptures it self attests to that. The writer in Song of Solomon (c.8 v.6) wrote "Place me like a seal over your heart, like a seal on your arm; for love is as strong as death, its jealousy unyielding as the grave. It burns like blazing fire, like a mighty flame." woah intense.
I think the preceding passage in my own opinion had been one of the basis for the criminal principle of 'passion and obfuscation' as a mitigating circumstance in American criminal justice system, from which we based our own criminal code of course. Love could be that powerful you know, once it had been differently tapped. The characters of the star-crossed lovers basically plays a big role on its outcome to come up with an impulse so powerful the lovers themselves cannot counter.
That is precisely the reason why the lady of justice is blindfolded. In order for her not to see the man she deeply loves at the brink of being meted his own punishment. Otherwise she will move heaven and earth to tilt the balance and save her one great love.
Ah this is such a.. simple technical case. The technicality of this case amounted to a mere SEC registration issue. And up to now I couldn't find out the logic behind it. Was it a counsel error thing? My goodness, this is simple arithmetic. Not registered with SEC = No juridical personality. And no juridical personality = NO CAPACITY TO SUE. Even a scrappy college student could get that. It's the registration that is vital. And it is SEC that gives you the juridical personality. Geez.. how simple can it get? I better hunt down a case where it says otherwise.
If ever there's a blog post that testifies that love is not just stupid sweet-nothings and cutie-patootie stuff.. this is it.
Deep love is as strong as death, the holy scriptures it self attests to that. The writer in Song of Solomon (c.8 v.6) wrote "Place me like a seal over your heart, like a seal on your arm; for love is as strong as death, its jealousy unyielding as the grave. It burns like blazing fire, like a mighty flame." woah intense.
I think the preceding passage in my own opinion had been one of the basis for the criminal principle of 'passion and obfuscation' as a mitigating circumstance in American criminal justice system, from which we based our own criminal code of course. Love could be that powerful you know, once it had been differently tapped. The characters of the star-crossed lovers basically plays a big role on its outcome to come up with an impulse so powerful the lovers themselves cannot counter.
That is precisely the reason why the lady of justice is blindfolded. In order for her not to see the man she deeply loves at the brink of being meted his own punishment. Otherwise she will move heaven and earth to tilt the balance and save her one great love.
But of course the magistrates should have known better, they were wrong by merely blindfolding a lady. She knows his voice and so she will play it by the ear.
She maybe raising the balance upright for all to see and readies the sword she clings to strike... but her head tilts as she focuses one ear sharp and penetrating seeking to distinguish that voice of the man she loves. And she heard the voice familiar, the beautiful distinctive sound of her beloved.
She maybe raising the balance upright for all to see and readies the sword she clings to strike... but her head tilts as she focuses one ear sharp and penetrating seeking to distinguish that voice of the man she loves. And she heard the voice familiar, the beautiful distinctive sound of her beloved.
And so she deliberately tilts the balance. But the supreme magistrates have distinguished the difference. And ordered the lady to remove her blindfold and to step down from the podium.
But then the verdict was announced. "Guilty beyond reasonable doubt!.. Death by hanging!!"
She almost fainted at the clamor of the crowd. With eyes drowned in tears she gazed at her beloved in deepest sorrow. And finally gathering the last vestige of her remaining strength she raised the sword she clung to and with a propulsive force she lunged the pointed sharp weapon into her heart.
Ouch!.. ouch!.. ouch!... tsk tsk. See I told you I could be the greatest writer ever. So move over Tolstoy, Hemingway, who else, Sparks?. I'm the greatest novelist. The greatest lover that ever walked this earth LOL. Aww!!
Let's get to the case.. before the ladies take out their tissues and cry and blow their noses, my goodness.
Ah this is such a.. simple technical case. The technicality of this case amounted to a mere SEC registration issue. And up to now I couldn't find out the logic behind it. Was it a counsel error thing? My goodness, this is simple arithmetic. Not registered with SEC = No juridical personality. And no juridical personality = NO CAPACITY TO SUE. Even a scrappy college student could get that. It's the registration that is vital. And it is SEC that gives you the juridical personality. Geez.. how simple can it get? I better hunt down a case where it says otherwise.
OK Here's the FACTS:
Spouses Reynaldo Laureano and Florence Laureano are majority stockholders of petitioner LAUREANO INVESTMENT AND DEVELOPMENT CORPORATION.
They entered into a series of loan and credit transactions with PNCB (PHILIPPINE NATIONAL COOPERATIVE BANK). And to secure payment of the loans, they executed Deeds of Real Estate Mortgage subject of which are 2 parcels of land registered in the name of the Laureano spouses.
Now in view of their failure to pay their indebtedness, PNCB applied for extrajudicial foreclosure of the real estate mortgages and so titles thereof were consolidated in PNCB’s name.
Thereafter, their foreclosed properties were set for sale by the bank and private respondent BORMAHECO, INC. have expressed interest and became the successor of the obligations and liabilities of PNCB over subject lots by virtue of a Deed of Sale/Assignment including the 2 parcels of land in question, formerly registered in the name of the Laureano spouses.
5 days after securing titles over the said properties, BORMAHECO filed an Ex-Parte Petition for the Issuance of a WRIT OF POSSESSION of the 2 lots formerly owned by the Laureanos.
LIDECO CORPORATION (seems to be a name that came out of nowhere, stands as an acronym of the petitioner but here it presents it self not as an acronym but a one word corporation which well who knows I guess for a purpose to someday work as a veil of corporate fiction god knows what) filed a motion to intervene on the grounds of some stipulations in the original credit transaction the petitioner entered into with PNCB. So.. technically if I'm not mistaken that makes LIDECO the 4th party in interest here.
However, BORMAHECO which is the 3rd party in the case at bar filed a motion to strike out LIDECO’s complaint in intervention and all other pleadings submitted by LIDECO (let's not get into that) on the ground that the latter has NO JURIDICAL PERSONALITY of its own, and therefore, NO CAPACITY TO SUE. (shocks, just when their all in the thick of the fight, I'm cut short with the real credit issues)
ISSUE:
Of course here's the question. Does LIDECO, having not been duly registered with the SEC, have the capacity to sue?
RULING:
Court said NO.
Section 1, Rule 3 of the Rules of Court provides that only natural or juridical persons or entities authorized by law may be parties to a civil action.
Under the Civil Code, corporation has a legal personality of its own (Article 44), and may sue or be sued in its name, in conformity with the laws and regulations of its organization (Article 46).
Additionally, Article 36 of the Corporation Code similarly provides:
“Corporate powers and capacity. -- Every corporation incorporated under this Code has the power and capacity:
1. TO SUE AND BE SUED IN ITS CORPORATE NAME;... " (Nice try but its not "To Love and Be Loved" LOL it's "To Sue and Be Sued".. it's a totally different thing ha ha ha... ow! it's February!.. alright)
As the trial and appellate courts have held, “LIDECO CORPORATION” HAD NO PERSONALITY TO INTERVENE SINCE IT HAD NOT BEEN DULY REGISTERED AS A CORPORATION.
(That's the thing with court procedures you know, it could be robotic most of the time, they will only eat or gulp whatever is shoved in front of them. Expect it.. it's for your own good, you don't wanna be jumbled up with this and that do you? or see everything jumbled up for that matter, besides, to us legal practitioners (woah) technicalities are good sources of circumvention.. alright pun intended)
Court says if petitioner legally and truly wanted to intervene, it should have used its corporate name as the law requires and not another name which it had not registered.
(Having run out of cards on the table to pull, that's my own take on this. Credit issues where all stipulations already says it and not otherwise must have triggered the petitioner to chuck-in another so-called party in interest in order to delay or utmost to derail the transfer of possession. Otherwise it would have filed the complaint in intervention in its own name. You must understand these are corporate entities, they have legal teams at the most or one or two legal counsel to keep as a retainer at the least. Alangan na bang sabihin nilang "Ay sorry po nagkamali kame.." when it's fuckin' simple arithmetic. There must be an underlying reason behind why a sudden suspicious looking company unduly registered stepped up and claimed to be a party in interest)
Bottomline is.. Court says it is nowhere in the motion for intervention and complaint in intervention does it appear that “Lideco Corporation” stands for Laureano Investment and Development Corporation. Bormaheco, Inc., thus, was not estopped from questioning the juridical personality of “Lideco Corporation,” even after the trial court had allowed it to intervene in the case.
So Estoppel is not applicable in this case. Then it seems to be a hard fast rule.
