Paguio v. NLRC (G.R. NO. 116662; February 1, 1996)


(Please help us make a case digest for this piece of jurisprudence. You may leave your contribution in the comment section below or email us at Please include your name so we can properly give credit to you for your work.)It is the Securities and Exchange Commission (SEC) that has jurisdiction over the case as will be expansively discussed hereinafter. It is no hindrance to SECs jurisdiction that a person raises in his complaint the issues that he was illegally dismissed and asks for remuneration where, as in this case, complainant is not a mere employee but a stockholder and officer of the corporation. The fact that the issue of jurisdiction was not raised before it did not prevent the NLRC from taking cognizance of the same as the issue of lack of jurisdiction was apparent upon the face of the record. In Dy vs. National Labor Relations Commission, it was held that: The failure of the appellees to invoke anew the aforementioned solid ground of want of jurisdiction of the lower court in this appeal should not prevent this Tribunal to take up that issue as the lack of jurisdiction of the lower court is apparent upon the face of the record and it is fundamental that a court of justice could only validly act upon a cause of action or subject matter of a case over which it has jurisdiction and said jurisdiction is one conferred only by law; and cannot be acquired through, or waived by, any act or omission of the parties (Lagman vs. CA, 44 SCRA 234 [1972]); hence may be considered by this court motu proprio (Gov t. vs. American Surety Co., 11 Phil. 203 [1908]). Definitely, the NLRC was not barred by estoppel from dismissing the case before it for lack of jurisdiction: . . . [E]stoppel does not apply to confer jurisdiction to a tribunal that has none over a cause of action. Jurisdiction is conferred by law. Where there is none, no agreement of the parties can provide one. Settled is the rule that the decision of a tribunal not vested with appropriate jurisdiction is null and void. x x x In other words, issues of jurisdiction are not subject to the whims of the parties involved. We all defer to what the law says. Hence, in the case at bench, the petitioners cannot validly claim that the question of jurisdiction has been waived. There cannot be any doubt that petitioners complaint falls within the jurisdiction of the SEC in accordance with Sec. 5, paragraphs (b) and (c) of PD. 902-A, quoted hereunder: Section 5. In addition to the regulatory and adjudicative functions of the Securities and Exchange Commission over corporations, partnerships an other forms of associations registered with it as expressly granted under existing laws and decrees, it shall have original and exclusive jurisdiction to hear and decide cases involving a) Devices and schemes employed by or any acts, of the board of directors, business associates, its officers or partners, amounting to fraud and misrepresentation which may be detrimental to the interest of the public and/or stockholders, partners, members of associations or organizations registered with the Commission; b) Controversies arising out of intra-corporate or partnership relations, between and among stockholders, members, or associates; between any or all of them and the corporation, partnership or association of which they are stockholders, members or associates, respectively; and between such corporation, partnership or association and the state insofar as it concerns their individual franchise or right to exist as such entity; c) Controversies in the election or appointment of directors, trustees, officers or managers of such corporations, partnership or associations. Petitioners argument that the instant case involves their termination from employment and not their appointment as managers of respondent corporation is a mere play of words. We reiterate our ruling in the recent case of Lozon v. NLRC, G.R. No. 107660, 2 January 1995 citing Fortune Cement Corp. v. NLRC, 193 SCRA 258 (1991) and Dy v. NLRC, where we were confronted with a similar situation, thus: x x x a corporate officers dismissal is always a corporate act and/or intra-corporate controversy and that nature is not altered by the reason or wisdom which the Board of Directors may have in taking such action. x x x Petitioner contends that the jurisdiction of the SEC excludes its cognizance over claims for vacation and sick leaves, 13th month pay, Christmas bonus, medical expenses, car expenses, and other benefits, as well as for moral and exemplary damages and attorneys fees. Dy vs. NLRC categorically states that the question of remuneration being asserted by an officer of a corporation is not a simple labor problem but a matter that comes within the area of corporate affairs and management, and is in fact, a corporate controversy in contemplation of the Corporation Code.

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