CASE DIGEST-Testate Estate of Idonah Perkins, Renato Tayag vs. Benguet Consolidated, Inc

(INSERT LAST NAME)
Case Name 3. TESTATE ESTATE OF IDONAH SLADE PERKINS, deceased. RENATO D. TAYAG,
ancillary administrator-appellee,
vs.
BENGUET CONSOLIDATED, INC., oppositor-appellant.
Cirilo F. Asperillo, Jr., for ancillary administrator-appellee.

Ross, Salcedo, Del Rosario, Bito and Misa for oppositor-appellant.
Topic A corporation is an artificial being created by operation of law.
Case No. | Date G.R. No. L-23145 November 29, 1968
Ponente Fernando, J.
Doctrine A corporation is an artificial being created by operation of law. It owes its life to the state, its birth being
purely dependent on its will. A corporation was conceived as an artificial person, owing its existence through
creation by a sovereign power.
RELEVANT FACTS
Idonah Slade Perkins, who died on March 27, 1960 in New York City, left among others, two stock certificates
covering 33,002 shares of appellant, the certificates being in the possession of the County Trust Company of New
York, which as noted, is the domiciliary administrator of the estate of the deceased.
On August12, 1960, Prospero Sanidad instituted ancillary administration proceedings in the Court of First
Instance of Manila; Lazaro A. Marquez was appointed ancillary administrator, and on January 22, 1963, he was
substituted by the appellee Renato D. Tayag. A dispute arose between the domiciary administrator in New York
and the ancillary administrator in the Philippines as to which of them was entitled to the possession of the stock
certificates in question. On January 27, 1964, the Court of First Instance of Manila ordered the domiciliary
administrator, County Trust Company, to "produce and deposit" them with the ancillary administrator or with
the Clerk of Court. The domiciliary administrator did not comply with the order, and on February 11, 1964, the
ancillary administrator petitioned the court to "issue an order declaring the certificate or certificates of stocks
covering the 33,002 shares issued in the name of Idonah Slade Perkins by Benguet Consolidated, Inc., be declared
[or] considered as lost."
From such an order, an appeal was taken to this Court not by the domiciliary administrator, the County Trust
Company of New York, but by the Philippine corporation, the Benguet Consolidated, Inc.
RATIO DECIDENDI
Issue Ratio
Whether or not the Yes.

court has the
authority over the As Justice Tuason speaking for this Court made clear, it is a "general rule universally
stock certificates recognized" that administration, whether principal or ancillary, certainly "extends to the
covering the assets of a decedent found within the state or country where it was granted, "the corollary
33,002 shares being "that an administrator appointed in one state or country has no power over property in
issued in the name another state or country."
of Idonah Slade
Perkins by It is to be noted that the scope of the power of the ancillary administrator was, in an earlier
Benguet case, set forth by Justice Malcolm. Thus: "It is often necessary to have more than one
Consolidated, Inc., administration of an estate. When a person dies intestate owning property in the country of
be declared [or] his domicile as well as in a foreign country, administration is had in both countries. That
considered as lost which is granted in the jurisdiction of decedent's last domicile is termed the principal
administration, while any other administration is termed the ancillary administration. The
reason for the latter is because a grant of administration does not ex proprio vigore have any
effect beyond the limits of the country in which it is granted. Hence, an administrator
appointed in a foreign state has no authority in the [Philippines]. The ancillary
administration is proper, whenever a person dies, leaving in a country other than that of his
last domicile, property to be administered in the nature of assets of the deceased liable for his
individual debts or to be distributed among his heirs."
It would follow then that the authority of the probate court to require that ancillary
administrator's right to "the stock certificates covering the 33,002 shares ... standing in her
name in the books of [appellant] Benguet Consolidated, Inc...." be respected is equally beyond
question. For appellant is a Philippine corporation owing full allegiance and subject to the
unrestricted jurisdiction of local courts. Its shares of stock cannot therefore be considered in
any wise as immune from lawful court orders.
RULING
IN FAVOR OF PETITIONER
WHEREFORE, the appealed order of the Honorable Arsenio Santos, the Judge of the Court of First Instance,
dated May 18, 1964, is affirmed. With costs against oppositor-appelant Benguet Consolidated, Inc.
NOTES
Order of the Honorable Arsenio Santos, the Judge of the Court of First Instance, dated May 18, 1964
"After considering the motion of the ancillary administrator, dated February 11, 1964, as well as the
opposition filed by the Benguet Consolidated, Inc., the Court hereby (1) considers as lost for all purposes
in connection with the administration and liquidation of the Philippine estate of Idonah Slade Perkins the
stock certificates covering the33,002 shares of stock standing in her name in the books of the Benguet
Consolidated, Inc., (2) orders said certificates cancelled, and (3) directs said corporation to issue new
certificates in lieu thereof, the same to be delivered by said corporation to either the incumbent ancillary
administrator or to the Probate Division of this Court."
Additional Notes
As a matter of fact, a corporation once it comes into being, following American law still of persuasive authority in our
jurisdiction, comes more often within the ken of the judiciary than the other two coordinate branches. It institutes the
appropriate court action to enforce its right. Correlatively, it is not immune from judicial control in those instances, where
a duty under the law as ascertained in an appropriate legal proceeding is cast upon it.
To assert that it can choose which court order to follow and which to disregard is to confer upon it not autonomy which may
be conceded but license which cannot be tolerated. It is to argue that it may, when so minded, overrule the state, the source
of its very existence; it is to contend that what any of its governmental organs may lawfully require could be ignored at will.
So extravagant a claim cannot possibly merit approval.

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(INSERT LAST NAME)

Cirilo F. Asperillo, Jr., for ancillary administrator-appellee.

Topic A corporation is an artificial being created by operation of law.

Case No. | Date G.R. No. L-23145 November 29, 1968

Whether or not the Yes.

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