G.R. No. 109373 March 20, 1995 PACIFIC BANKING CORPORATION EMPLOYEE ORGANI!ATION, PA"LA . PA"G, a#$ %&' o(c)r' a#$ *)*+)r', petitioners, vs. TE ONORABLE CO"RT OF APPEAL a#$ -ITALIANO -ITALIANO N. NAAGA II, a' L%/%$a&or o Pac%c Ba#%#4 Corora&%o#, respondents. G.R. No. 112991 March 20, 1995 TE PREI6ENT OF TE PILIPPINE 6EPOIT IN"RANCE CORPORATION, CORPORATION, a' L%/%$a&or o &h) Pac%c Ba#%#4 Corora&%o# , petitioner, vs. CO"RT OF APPEAL, ON. "6GE REGINO T. -ERI6IANO II, 6EP"TY ERIFF RAMON ENRI8"E! a#$ ANG ENG OO, ANG KEONG LAN a#$ E. ANG INTL. LT6., r)r)')#&)$ +: &h)%r A&&or#):; %#;ac&, GON!ALO C. Y , respondents. NOTE< The principal question in these cases is whether a petition for liquidation under §29 of Rep. Act No. 265 is in the nature of a special proceeding. If it is, then the period of appeal is ! da"s and the part" appealing #ust, in addition to a notice of appeal, $le with the trial court a record on appeal in order to perfect his appeal. %therwise, if a liquidation proceeding is an ordinar" action, the period of appeal is &5 da"s fro# notice of the decision or $nal order appealed fro#.
FACT< The cases are are consolidated. Pacifc Pacifc Banking Corporation (PaBC) (PaBC) was placed placed under under receive receivership rship by the Central Central Bank o the Philippines pursuant to esolution !o. "## o its $onetary Board. % ew &onths later, it was placed under li'uidation and a i'uidator was appointed. The Central Bank fled with the RTC o Ma#%=a a petition petition entitled Petiti Petition on or %ssistance in the i'uidation o Pacifc Banking Corporation. The petition was approved, ater which creditors fled their clai&s with the court. !a*agas, a new i'uidator, was appointed by the Central Bank.
I# G.R. No. 109373 >ca') o &h) La+or "#%o#?< Pacifc Banking Corporation +&ployees rgani-ation ( "#%o# or short), petitioner in .. !o. /0#121, fled a co&plaint3in3intervention seeking pay&ent o holiday pay, /1th &onth pay di4erential, salary increase di4erential, Christ&as bonus, and cash e'uivalent o 5ick eave Beneft due its &e&bers as e&ployees o PaBC. PaBC.
RTC< •
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5epte&ber /1, /##/3the trial court ordered pay&ent o the principal clai&s o the 6nion 5epte&ber /", /##/3i'uidator received a copy o the order
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ctober /", /##/3he fled a $otion or econsideration and Clarifcation o the order 7ece&ber ", /##/3the 8udge &odifed his 5epte&ber /1, /##/ but in e4ect denied the i'uidator9s &otion or reconsideration 7ece&ber #, /##/3the order was received by the i'uidator 7ece&ber /0, /##/3he fled a !otice o %ppeal and a $otion or %dditional Ti&e to 5ub&it ecord on %ppeal 7ece&ber :1, /##/3another !otice o %ppeal was fled by the ;ce o the 5olicitor eneral in behal o !a*agas ecutory and denied reconsideration. $arch :2, /##:3the 8udge granted the 6nion9s $otion or issuance o a writ o +>ecution
CA< The i'uidator fled a P)&%&%o# or Certiorari , Proh%+%&%o# a#$ Mandamus %# &h) Cor& o A)a=' to set aside the orders o the trial court denying his appeal. ?n its decision o !ove&ber /2, /##:, the
6nion contends that the Court o %ppeals erred seriously in concluding that the notice o appeal fled by !a*agas was fled on ti&e.
I# G.R. No. 112991 >&h) ca') o &h) &ocho=$)r'@I#)'&or'?< %ng @eong an and +.A. %ng ?nt9l., private respondents fled clai&s or the pay&ent o invest&ent in the PaBC allegedly in the or& o shares o stocks a&ounting to 65:,=1/,"1:./. The shares o stocks, consisting o /=D,D": co&&on shares, constituted //E o the total subscribed capital stock o the PaBC. They alleged that their clai& constituted oreign e>change capital invest&ent entitled to preerence in pay&ent under the
RTC< 5epte&ber //, /##:3respondent 8udge o the TC directed the i'uidator to pay private respondents the total a&ount o their clai& as preerred creditors
5epte&ber /", /##:3the i'uidator received the order •
5epte&ber 10, /##:3he &oved or reconsideration
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ctober :, /##:3 his &otion was denied
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ctober =, /##:3 Fe received the order denying his $otion or econsideration
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ctober /D, /##:3he fled a !otice o %ppeal ro& the orders o 5epte&ber /", /##: and ctober :, /##: ctober :, /##:3 the 8udge directed the e>ecution o his 5epte&ber //, /##: order granting the 5tockholdersG ?nvestors9 clai&
CA< The i'uidator fled P)&%&%o# or C)r&%orar%, Proh%+%&%o# a#$ Ma#$a*' %# &h) Cor& o A)a=' to set aside the orders o the trial court denying his appeal. n 7ece&ber /", /##1, the
C< The i'uidator contends that the Petition or %ssistance in the i'uidation o the Pacifc Banking Corporation is a 5pecial Proceeding case andGor one which allows &ultiple appeals, in which case the period o appeal is 10 days and not /= days ro& receipt o the orderG8udg&ent appealed ro&.
I"E< Ma%# I'')< /. Hhether a petition or li'uidation under I:# o ep. %ct !o. :"=, otherwise known as the Central Bank %ct, is a special proceeding or an ordinary civil action.
+;%'')'< :. Hhether or not ?n .. !o. //:##/ (the case o the 5tockholdersG?nvestors), the i'uidator9s notice o appeal was fled on ti&e. 1. Hhether or not, in .. !o. /0#121 (case o the abor 6nion), the
=. Hhether or not, in .. !o. /0#121, (case o the abor 6nion), the notice o appeal and &otion or e>tension o ti&e to fle the record on appeal fled in behal o the Central Bank was fled by the o;ce o the 5olicitor eneral as counsel or the Central Bank.
EL6< /. The petition or li'uidation under I:# o ep. %ct !o. :"=, otherwise known as the Central Bank %ct, is a special proceeding. BP Blg. /:# providesJ I1#. Appeals. K The period or appeal ro& fnal orders, resolutions, awards, 8udg&ents, or decisions o any court in all cases shall be fteen (/=) days counted ro& the notice o the fnal order, resolution, award, 8udg&ent or decision appealed ro&J 'ro(ided , however, that in ha)eas corpuscases the period or appeal shall be orty3eight (D) hours ro& the notice o the 8udg&ent appealed ro&. !o record on appeal shall be re'uired to take an appeal. ?n lieu thereo, the entire record shall be trans&itted with all the pages pro&inently nu&bered consecutively, together with an inde> o the contents thereo. This section shall not apply in appeals in special proceedings and in other cases wherein &ultiple appeals are allowed under applicable provisions o the ules o Court. The ?nteri& ules and uidelines to i&ple&ent BP Blg. /:# providesJ /#. 'eriod of Appeals . K (a) %ll appeals, e>cept in ha)eas corpus cases and in the cases reerred to in paragraph (b) hereo, &ust be taken within fteen (/=) days ro& notice o the 8udg&ent, order, resolution or award appealed ro&. (b) ?n appeals in special proceedings in accordance with ule /0# o the ules o Court and other cases wherein &ultiple appeals are allowed, the period o appeals shall be thirty (10) days, a record on appeal being re'uired. ule : o the ules o Court providesJ I/. Action de$ned. K %ction &eans an ordinary suit in a court o 8ustice, by which the party prosecutes another or the enorce&ent or protection o a right, or the prevention or redress o a wrong. I:. *pecial 'roceeding +istinguished. K +very other re&edy, including one to establish the status or right o a party or a particular act, shall be by special proceeding.
7istinction between an ordinary action and a special proceeding by Chie Austice $oran statesJ
ACTION >CI-IL ACTION?
PECIAL PROCEE6ING
The act by which one sues another in a court The act by which one seeks to establish the o 8ustice or the enorce&ent or protection status or right o a party, or a particular act. o a right, or the prevention or redress o a wrong. % or&al de&and o a right by one against another.
% petition or a declaration o a status, right or act.
Proper re&edy o a party litigant that seeks to recover property ro& another.
Proper re&edy o a party whose purpose is to seek the appoint&ent o a guardian or an insane.
Co#'%$)r%#4 &h%' $%'&%#c&%o#, a )&%&%o# or =%/%$a&%o# o a# %#'o=)#& corora&%o# 'ho=$ +) c=a''%)$ a ')c%a= roc))$%#4 a#$ #o& a# or$%#ar: ac&%o# . 5uch petition does not seek the enorce&ent or protection o a right nor the prevention or redress o a wrong against a party. ?t does not pray or a;r&ative relie or in8ury arising ro& a party9s wrongul act or o&ission nor state a cause o action that can be enorced against any person. Hhat it seeks is &erely a declaration by the trial court o the corporation9s insolvency so that its creditors &ay be able to fle their clai&s in the settle&ent o the corporation9s debts and obligations. Put in another way, the petition only seeks a declaration o the corporation9s debts and obligations. The petition only seeks a declaration o the corporation9s state o insolvency and the conco&itant right o creditors and the order o pay&ent o their clai&s in the disposition o the corporation9s assets. %lso, contrary to the rulings o the ecutor are both charged with the assets or the beneft o the clai&ants. ?n both instances, the liability o the corporation and the estate is not disputed. The court9s concern is with the declaration o creditors and their rights and the deter&ination o their order o pay&ent.
declaration by the li'uidation court that the clai& is not proper or without basis. n the other hand, it &ay also end with the li'uidation court allowing the clai&. ?n the latter case, the clai& shall be classifed whether it is ordinary or preerred, and thereater included i'uidator. ?n either case, the order allowing or disallowing a particular clai& is fnal order, and &ay be appealed by the party aggrieved thereby. The second phase involves the approval by the Court o the distribution plan prepared by the duly appointed li'uidator. The distribution plan specifes in detail the total a&ount available or distribution to creditors whose clai& were earlier allowed. The rder fnally disposes o the issue o how &uch property is available or disposal. $oreover, it ushers in the fnal phase o the li'uidation proceeding K pay&ent o all allowed clai&s in accordance with the order o legal priority and the approved distribution plan. Lerily, the i&port o the fnal character o an rder o allowance or disallowance o a particular clai& cannot be overe&phasi-ed. ?t is the operative act that constitutes a li'uidation proceeding a case where &ultiple appeals are allowed by law. The issuance o an rder which, by its nature, a4ects only the particular clai&s involved, and which &ay assu&e fnality i no appeal is &ade therero&, ipso facto creates a situation where &ultiple appeals are allowed. % =%/%$a&%o# roc))$%#4 is co&&enced by the fling o a single petition by the 5olicitor eneral with a court o co&petent 8urisdiction entitled, Petition or %ssistance in the i'uidation o e.g., Pacifc Banking Corporation. %ll clai&s against the insolvent are re'uired to be fled with the li'uidation court. %lthough the clai&s are litigated in the sa&e proceeding, the treat&ent is individual. +ach clai& is heard separately. %nd the rder issued relative to a particular clai& applies only to said clai&, leaving the other clai&s una4ected, as each clai& is considered separate and distinct ro& the others. bviously, in the event that an appeal ro& an rder allowing or disallowing a particular clai& is &ade, only said clai& is a4ected, leaving the others to proceed with their ordinary course. ?n such case, the original records o the proceeding are not elevated to the appellate court. They re&ain with the li'uidation court. ?n lieu o the original record, a record o appeal is instead re'uired to be prepared and trans&itted to the appellate court.
I#)%&a+=:, *=&%=) a)a=' ar) a==o)$ %# =%/%$a&%o# roc))$%#4'. Co#')/)#&=:, a r)cor$ o# a)a= %' #)c)''ar: %# )ach a#$ ))r: a)a= *a$). )#c), &h) )r%o$ &o a)a= &h)r)ro* 'ho=$ +) &h%r&: >30? $a:', a r)cor$ o# a)a= +)%#4 r)/%r)$. (ecord pp. /":3/"D). :. Mes, ?n .. !o. //:##/ (the case o the 5tockholdersG?nvestors), the i'uidator9s notice o appeal was fled on ti&e, having been fled on the :1rd day o receipt o the order granting the clai&s o the 5tockholdersG?nvestors. o))r, &h) L%/%$a&or $%$ #o& =) a r)cor$ o# a)a= %&h &h) r)'=& &ha& h) a%=)$ &o )r)c& h%' a)a=. %s already stated a record on appeal is re'uired under the ?nteri& ules and uidelines in special proceedings and or cases where &ultiple appeals are allowed. The reason or this is that the several clai&s are actually separate ones and a decision or fnal order with respect to any clai& can
be appealed. !ecessarily the original record on appeal &ust re&ain in the trial court where other clai&s &ay still be pending. Because o the i'uidator9s ailure to perect his appeal, the order granting the clai&s o the 5tockholdersG?nvestors beca&e fnal. Conse'uently, the tension to fle a record on appeal o# 6)c)*+)r 10, 1991 , i.e., within 10 days o his receipt o the order granting the 6nion9s clai&. Hithout waiting or the resolution o his &otion or e>tension, he fled o# 6)c)*+)r 20, 1991 within the e>tension sought a record on appeal. espondent 8udge thus erred in disallowing the notice on appeal a nd denying the i'uidator9s &otion or e>tension to fle a record on appeal. . /es, the i'uidator can 'uestion the order o the court or appeal ro& it
?n li'uidation proceedings, the unction o the trial court is not li&ited to assisting in the i&ple&entation o the orders o the $onetary Board. 6nder the sa&e section (I:#) o the law invoked by the 6nion, the court has authority to set aside the decision o the $onetary Board i there is a convincing proo that the action is plainly arbitrary and &ade in bad aith. %s this Court held in Rural 0an1 of 0uhi, Inc . ( . ourt of AppealsJ There is no 'uestion that the action o the &onetary Board in this regard &ay be sub8ect to 8udicial review. Thus, it has been held that the Court9s &ay interere with the Central Bank9s e>ercise o discretion in deter&ining whether or not a distressed bank shall be supported or li'uidated. 7iscretion has its li&its and has never been held to include arbitrariness, discri&ination or bad aith (a&os v. Central Bank o the Philippines, D/ 5C% ="2 N/#2/O). ?n truth, the i'uidator is the representative not only o the Central Bank but also o the insolvent bank. 6nder II:%3:# o ep. %ct !o. :"= he acts in behal o the bank personally or through counsel as he &ay retain, in all actions or proceedings or against the corporation and he has authority to do whatever &ay be necessary or these purposes. This authority includes the power to appeal ro& the decisions or fnal orders o the court which he believes to be contrary to the interest o the bank. =. Mes, the notice o appeal and &otion or e>tension o ti&e to fle the record on appeal fled in behal o the Central Bank was fled by the o;ce o the 5olicitor eneral as counsel or the Central Bank. n ctober ::, /##:, as %ssistant 5olicitor eneral Cecilio . +stoesta inor&ed the trial court in $arch :2, /##:, the 5 had previously authori-ed lawyers o the P7?C to prepare and sign pleadings in the case. Conor&ably thereto the !otice o %ppeal and the $otion or %dditional Ti&e to sub&it ecord on %ppeal fled were 8ointly signed by 5olicitor eynaldo ?. 5aludares in behal o the 5 and by lawyers o the P7?C.
