Cebu country club v elizagaque case digest FACTS Cebu Country Club, Inc. (CCCI), petitioner, is a domestic corporation operating as a nonpro!t and nonstoc" private members#ip club, #aving its principal place o$ business bus iness in %anilad, Cebu City. City. &etitioners #erein are members o$ its %oard o$ 'irectors. 'irectors. In *, respondent !led +it# CCCI an application $or proprietary members#ip. members#ip. T#e application +as indorsed by CCCIs t+o (-) proprietary members, members, namely namely /dmundo T. 0isa and Silvano 1udo. As t#e price o$ a proprietary s#are +as around t#e &2 million range, %enito 3nc#uan, t#en president o$ CCCI, o4ered to sell respondent a s#are $or only &5.2 million. 6espondent, #o+ever, purc#ased t#e s#are o$ a certain 'r. 'r. %utalid $or only &5 million. Consequently, on September *, *, CCCI issued &roprietary &roprietary 7+ners#ip Certi!cate 8o. 99* to respondent. 'uring t#e meetings dated April 9, : and 0ay 5;, : o$ t#e CCCI %oard o$ 'irectors, action on respondents application $or proprietary members#ip +as de$erred. de$erred. In anot#er %oard meeting #eld on
o$ voting +#erein eac# member +ill drop a ball in t#e ballot bo?. A +#ite ball represents con$ormity con$ormity to t#e admission o$ an applicant, +#ile a blac" ball means disapproval. &ursuant to Section 5(c), as amended, cited above, a unanimous vote o$ t#e directors is required. required. @#en respondents application $or proprietary members#ip members#ip +as voted upon during t#e %oard meeting on
631I8 D/S As s#o+n by t#e records, t#e %oard adopted a secret balloting "no+n as t#e Eblac" ball systemE o$ voting +#erein eac# member +ill drop a ball in t#e ballot bo?. A +#ite ball represents con$ormity to t#e admission o$ an applicant, +#ile a blac" ball means disapproval. &ursuant to Section 5(c), as amended, cited above, a unanimous vote o$ t#e directors is required. @#en respondents application $or proprietary members#ip +as voted upon during t#e %oard meeting on
In reecting respondents application $or proprietary members#ip, +e !nd t#at petitioners violated t#e rules governing #uman relations, t#e basic principles to be observed $or t#e rig#t$ul relations#ip bet+een #uman beings and $or t#e stability o$ social order. T#e trial court and t#e Court o$ Appeals aptly #eld t#at petitioners committed $raud and evident bad $ait# in disapproving respondents applications. T#is is contrary to morals, good custom or public policy. ence, petitioners are liable $or damages pursuant to Article in relation to Article - o$ t#e same Code.
