G.R. No. 143132 - VAN MELLE PHILS., INC., VAN MELLE ASIA PACIFIC, PAUL T. BARNES AND NIELS H. B. HAVE, VS. VICTOR M. ENDAYA.R E S O L U T I O N - Supreme Court E-Library

Ruling

WHEREFORE, it is respectfully prayed of this Honorable Office that after proceedings thereon, judgment be rendered in favor of complainant and against respondents, and an order issue declaring complainant's dismissal as illegal, and directing respondents, jointly and severally , to pay complainant the sums mentioned above. Complainant prays for such other reliefs and remedies as may be deemed just and equitable under the premises. [3] Instead of filing an Answer to the complaint, the respondents therein (petitioners in this case) filed a motion to dismiss the same on the ground that the Securities and Exchange Commission (SEC), and not the labor arbiter, had jurisdiction over the complaint pursuant to Section 5 of P.D. No. 902-A. [4] They claimed that the controversy between the complainant and the respondents was an intra -corporate controversy, involving as it was the election of a corporate officer of the respondent VMPI. The complainant opposed the motion to dismiss, insisting that the NLRC, not the SEC, had exclusive jurisdiction over the complaint because his dismissal as president and general manager of the respondent VMPI was not effected through a resolution of the Board of Directors and, therefore, was not a corporate act. He averred that his dismissal could not be considered as an intra -corporate controversy because no such election or appointment of Niels Have or his representative took place. According to the complainant, he was inveigled into accepting an assignment with the respondent VMAP in China only to discover that his job thereat was clerical in nature. This offer was apparently a mere ruse to replace him as president/general manager of VMPI. He also averred that he was constructively dismissed by his immediate superior because of racial discrimination. He insisted that the dispute between him and the respondents was a labor dispute, within the context of Article 212, Paragraph 1 of the Labor Code of the Philippines; hence, the case was within the exclusive jurisdiction of the NLRC. Subsequently, the respondents therein filed with the labor arbiter on September 28, 1999 a Manifestation and Motion, appending thereto a Secretary's Certification dated August 27, 1999 to the effect that during the stockholders meeting of respondent VMPI, the acting chairman of the board announced that the qualified share of the complainant had been transferred to the said acting chairman, and that the latter was the nominee of the Van Melle International B. V. to the VMPI board of directors in lieu of the complainant. The election of the members of the board of directors ensued. Respondent Niels H. B. Have was elected as a member of the board. The respondents also appended another Secretary's Certificate to the effect that during the organizational meeting of the board of directors held on December 12, 1997, respondent Have was elected president/general manager of the respondent corporation for the year 1997-1998, in place of the complainant. On