Republic of the Philippines

Supreme Court
Manila

THIRD DIVISION

PHILIPPINE PORTS G.R. No. 158401

AUTHORITY,
Petitioner, Present:

YNARES-SANTIAGO, J.,
Chairperson,
- versus - AUSTRIA-MARTINEZ,
CORONA,
NACHURA, and
REYES, JJ.
WILLIAM GOTHONG &
ABOITIZ (WG&A), INC., Promulgated:
Respondent. January 28, 2008
x------------------------------------------------x

DECISION

AUSTRIA-MARTINEZ, J.:

This resolves the Petition for Review on Certiorari filed by the Philippine Ports
Authority (petitioner) seeking the reversal of the Decision[1] of the Court of
Appeals (CA) promulgated on October 24, 2002 and its Resolution dated May 15,
2003.

The antecedent facts are accurately narrated by the CA as follows:

Petitioner William Gothong & Aboitiz, Inc. (WG&A for brevity), is a duly
organized domestic corporation engaged in the shipping industry. Respondent
Philippine Ports Authority (PPA for brevity), upon the other hand, is a
government-owned and controlled company created and existing by virtue of the
provisions of P.D. No. 87 and mandated under its charter to operate and
administer the country's sea port and port facilities.

After the expiration of the lease contract of Veterans Shipping Corporation over
the Marine Slip Way in the North Harbor on December 31, 2000, petitioner
WG&A requested respondent PPA for it to be allowed to lease and operate the
said facility. Thereafter, then President Estrada issued a memorandum dated
December 18, 2000 addressed to the Secretary of the Department of
Transportation and Communication (DOTC) and the General Manager of PPA,
stating to the effect that in its meeting held on December 13, 2000, the Economic
Coordinating Council (ECC) has approved the request of petitioner WG&A to
lease the Marine Slip Way from January 1 to June 30, 2001 or until such time that
respondent PPA turns over its operations to the winning bidder for the North
Harbor Modernization Project.

Pursuant to the said Memorandum, a Contract of Lease was prepared by

respondent PPA containing the following terms:

1. The lease of the area shall take effect on January 1 to June 30, 2001 or
until such time that PPA turns over its operation to the winning bidder
for the North Harbor modernization;

2. You shall pay a monthly rental rate of P12.15 per square meter or an
aggregate monthly rental amount of P886,950.00;

3. All structures/improvements introduced in the leased premises shall be

turned over to PPA;

4. Water, electricity, telephone and other utility expenses shall be for the
account of William, Gothong & Aboitiz, Inc.;

5. Real Estate tax/insurance and other government dues and charges shall
be borne by WG&A.

The said contract was eventually conformed to and signed by the petitioner
company, through its President/Chief Executive Officer Endika Aboitiz,
Jr. Thereafter, in accordance with the stipulations made in the lease agreement,
PPA surrendered possession of the Marine Slip Way in favor of the petitioner.

However, believing that the said lease already expired on June 30, 2001,
respondent PPA subsequently sent a letter to petitioner WG&A dated November
12, 2001 directing the latter to vacate the contested premises not later than
November 30, 2001 and to turnover the improvements made therein pursuant to
the terms and conditions agreed upon in the contract.
 In response, petitioner WG&A wrote PPA on November 27, 2001 urging the
latter to reconsider its decision to eject the former. Said request was denied by the
PPA via a letter dated November 29, 2001.

On November 28, 2001, petitioner WG&A commenced an Injunction suit before

the Regional Trial Court of Manila. Petitioner claims that the PPA unjustly,
illegally and prematurely terminated the lease contract. It likewise prayed for the
issuance of a temporary restraining order to arrest the evacuation. In its complaint,
petitioner also sought recovery of damages for breach of contract and attorney's
fees.

On December 11, 2001, petitioner WG&A amended its complaint for the first
time. The complaint was still denominated as one for Injunction with prayer for
TRO. In the said amended pleading, the petitioner incorporated statements to the
effect that PPA is already estopped from denying that the correct period of lease is
until such time that the North Harbor Modernization Project has been bidded out
to and operations turned over to the winning bidder. It likewise included, as its
third cause of action, the additional relief in its prayer, that should the petitioner
be forced to vacate the said facility, it should be deemed as entitled to be refunded
of the value of the improvements it introduced in the leased property.

Following the first amendment in the petitioner's complaint, respondent PPA

submitted its answer on January 23, 2002. Meanwhile, the TRO sought by the
former was denied by the trial court by way of an order dated January 16, 2002.

Petitioner later moved for the reconsideration of the said Order on February 11,
2002. Shortly thereafter, petitioner filed a Motion to Admit Attached Second
Amended Complaint. This time, however, the complaint was already captioned as
one for Injunction with Prayer for Temporary Restraining Order and/or Writ of
Preliminary Injunction and damages and/or for Reformation of Contract. Also, it
included as its fourth cause of action and additional relief in its prayer, the
reformation of the contract as it failed to express or embody the true intent of the
contracting parties.

The admission of the second amended complaint met strong opposition from the
respondent PPA. It postulated that the reformation sought for by the petitioner
constituted substantial amendment, which if granted, will substantially alter the
latter's cause of action and theory of the case.

On March 22, 2002, the respondent judge issued an Order denying the Admission
of the Second Amended Complaint. Petitioner filed a motion for reconsideration
of the aforesaid order but the same was again denied in an order dated April 26,
2002.[2]
Herein respondent WG&A then filed a petition for certiorari with the CA seeking
the nullification of the aforementioned RTC orders.
In its Decision dated October 24, 2002, the CA granted respondent's petition,
thereby setting aside the RTC orders and directing the RTC to admit respondent's
second amended complaint pursuant to Section 3, Rule 10 of the 1997 Rules of
Civil Procedure. Petitioner moved for reconsideration but the same was denied per
Resolution dated May 15, 2003.

Hence, the present petition where the only issue raised is whether the CA erred in
ruling that the RTC committed grave abuse of discretion when it denied the
admission of the second amended complaint.

The Court finds the petition without merit.

The CA did not err in finding that the RTC committed grave abuse of
discretion in issuing the Order dated March 22, 2002 denying the admission of
respondent's second amended complaint.

The RTC applied the old Section 3, Rule 10 of the Rules of Court:

Section 3. Amendments by leave of court. after the case is set for hearing,
substantial amendments may be made only upon leave of court. But such leave
may be refused if it appears to the court that the motion was made with intent to
delay the action or that the cause of action or defense is substantially
altered. Orders of the court upon the matters provided in this section shall be
made upon motion filed in court, and after notice to the adverse party, and an
opportunity to be heard.

instead of the provisions of the 1997 Rules of Civil Procedure, amending Section
3, Rule 10, to wit:

SECTION 3. Amendments by leave of court. Except as provided in the

next preceding section, substantial amendments may be made only upon leave
of court. But such leave may be refused if it appears to the court that the
motion was made with intent to delay. Orders of the court upon the matters
provided in this section shall be made upon motion filed in court, and after notice
to the adverse party, and an opportunity to be heard.

The Court has emphasized the import of Section 3, Rule 10 of the 1997 Rules of
Civil Procedure in Valenzuela v. Court of Appeals,[3] thus:

Interestingly, Section 3, Rule 10 of the 1997 Rules of Civil Procedure

amended the former rule in such manner that the phrase "or that the cause of
 action or defense is substantially altered" was stricken-off and not retained in the
new rules. The clear import of such amendment in Section 3, Rule 10 is that
under the new rules, "the amendment may (now) substantially alter the
cause of action or defense." This should only be true, however, when despite a
substantial change or alteration in the cause of action or defense, the amendments
sought to be made shall serve the higher interests of substantial justice, and
prevent delay and equally promote the laudable objective of the rules which is to
secure a just, speedy and inexpensive disposition of every action and
proceeding.[4]

The application of the old Rules by the RTC almost five years after its amendment
by the 1997 Rules of Civil Procedure patently constitutes grave abuse of discretion.

WHEREFORE, the petition is DENIED for lack of merit. The Decision of the
Court of Appeals promulgated on October 24, 2002 and its Resolution dated May
15, 2003 are hereby AFFIRMED in toto.

SO ORDERED.

MA. ALICIA AUSTRIA-MARTINEZ

Associate Justice

WE CONCUR:

CONSUELO YNARES-SANTIAGO
Associate Justice
Chairperson

RENATO C. CORONA ANTONIO EDUARDO B. NACHURA

Associate Justice Associate Justice
 RUBEN T. REYES
Associate Justice

ATTESTATION

I attest that the conclusions in the above Decision had been reached in consultation
before the case was assigned to the writer of the opinion of the Courts Division.

CONSUELO YNARES-SANTIAGO
Associate Justice
Chairperson, Third Division

CERTIFICATION

Pursuant to Section 13, Article VIII of the Constitution, and the Division
Chairpersons Attestation, it is hereby certified that the conclusions in the above
Decision had been reached in consultation before the case was assigned to the
writer of the opinion of the Courts Division.

REYNATO S. PUNO
Chief Justice

In lieu of Justice Minita V. Chico-Nazario, per Special Order No. 484 dated January 11, 2008.
[1]
Penned by CA Associate Justice Bienvenido L. Reyes, with then Associate Justice, now COMELEC
Commissioner Romeo A. Brawner and CA Associate Justice Mario L. Guaria III, concurring; p. 34, rollo.
[2]
Rollo, pp. 35-37.
[3]
416 Phil. 289 (2001).
[4]
Id. at 297.