Koruga v. Arcenas

1. G.R. No. 168332.
June 19, 2009
ANA MARIA A. KORUGA, petitioner,
vs.
TEODORO O. ARCENAS, JR., ALBERT C. AGUIRRE, CESAR S. PAGUIO, FRANCISCO A. RIVERA, and THE
HONORABLE COURT OF APPEALS, THIRD DIVISION, respondents.
G.R. No. 169053. June 19, 2009
TEODORO O. ARCENAS, JR., ALBERT C. AGUIRRE, CESAR S. PAGUIO, and FRANCISCO A. RIVERA,
petitioners,
vs.
HON. SIXTO MARELLA, JR., Presiding Judge, Branch 138, Regional Trial Court of Makati City, and ANA
MARIA A. KORUGA, respondents.
NACHURA, J.:
FACTS:
GR. No. 168332 – praying for the annulment of the decision of the CA granting the prayer for a Writ of
Preliminary Injunction of Arcenas
GR. No. 169053 - Petition for Review on Certiorari under Rule 45 of the Rules of Court, with prayer for
the issuance of a TRO and a writ of preliminary injunction filed by Arcenas, et al.
Petitioner Koruga is a minority stockholder of Banco Filipino. She filed a complaint before the
RTC against the Board of Directors of Banco Filipino and the Members of the Monetary Board of BSP for
violation of the Corporation Code, for inspection of records of a corporation by a stockholder, for
receivership, and for the creation of a management committee.
The complaint charged defendants with violation of Sections 31 to 34 of the Corporation Code,
prohibiting self-dealing and conflict of interest of directors and officers; invoked her right to inspect the
corporation’s records under Sections 74 and 75 of the Corporation Code; and prayed for Receivership and
Creation of a Management Committee, pursuant to Rule 59 of the Rules of Civil Procedure, the Securities
Regulation Code, the Interim Rules of Procedure Governing Intra-Corporate Controversies, the General
Banking Law of 2000, and the New Central Bank Act. She accused the directors and officers of Banco
Filipino of engaging in unsafe, unsound, and fraudulent banking practices, more particularly, acts that
violate the prohibition on self-dealing.
Arcenas filed their answer raising the lack of jurisdiction of the trial court to take cognizance of
the case.
The Trial Court denied the Manifestation and Motion. Arcenas moved for reconsideration but the
RTC still denied the motion.
On petition to the CA, the CA issued the assailed resolution granting the Writ of Preliminary
Injunction prayed for by Arcenas.
On petition for Certiorari before the SC, the SC issued a resolution granting the prayer for a TRO.
In GR. No. 169053 Petitioner Arcenas asked the SC to set aside the decision which denied their
petition after finding no grave abuse of discretion on the part of the RTC. They raised the issue of lack of
jurisdiction due to improper service of summons; that the action filed by Koruga is a nuisance or
harassment suit; that there is another case involving the same parties pending before the Monetary
Board.
ISSUE:
Whether or not the RTC has jurisdiction over the case.
HELD:
No. The BSP Monetary Board is vested jurisdiction. The Court finds that the CA erred in
upholding the jurisdiction of, and remanding the case to the RTC.
Banking business is properly subject to reasonable regulations under the police power of the
state because of its nature and relation to the fiscal affairs of the people and the revenues of the state.
It is the government’s responsibility to see to it that the financial interests of those who deal with banks
and banking institutions as depositors or otherwise are protected. This task is delegated to the BSP,
which under Sec. 25 of the New Central Bank Act, the BSP is further authorized to take the necessary
steps against any banking institution if its continued operation would cause prejudice to its depositors,
creditors and the general public as well.
The allegations on the complaint filed by Koruga calls for the examination of the allegedly
questionable loans are not ordinary intra-corporate matters; rather, they involve banking activities.
Sec. 36 of the said act specifically deals with loans contracted by bank directors and its officers
which grants the Monetary Board the ability to regulate, while Sec. 56 deals in determining whether a
particular act or omission, which is not otherwise prohibited by any law, rule or regulation affecting
banks, quasi-banks or trust entities, may be deemed as conducting business in an unsafe or unsound
manner.
Koruga’s invocation of the provisions of the Corporation Code is also misplaced. since secs 29
and 30 of the New Central Bank Act provides that it is the Monetary Board that exercises exclusive
jurisdiction over proceedings for receivership of banks.
Crystal clear in Section 30 is the provision that says the “appointment of a receiver under this
section shall be vested exclusively with the Monetary Board.”
The court’s jurisdiction could only have been invoked after the Monetary Board had taken action
on the matter and only on the ground that the action taken was in excess of jurisdiction or with such
grave abuse of discretion as to amount to lack or excess of jurisdiction.
Petition in GR No. 168332 DISMISSED.
Petition in GR No. 169053 GRANTED.

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1. G.R. No. 168332.

June 19, 2009

ANA MARIA A. KORUGA, petitioner,

G.R. No. 169053. June 19, 2009

Whether or not the RTC has jurisdiction over the case.

Petition in GR No. 168332 DISMISSED.

Petition in GR No. 169053 GRANTED.

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