VERONA MARGARETTE CABIGAO

Gaw vs Court of Appeals

487 SCRA 423 (2006)

Facts: In 1982 Gaw bought a pre need provincial memorial plan with Pacific Plans Inc, herein respondent. On July 9 1996 petitioner’s mother died. Thereafter, petitioner’s brother engaged Funeraria Baluyot to perform the mortuary services on their mother’s remains. It was in the evening when Gaw informed the respondent of her intention to assign her plan to her mother. When the respondent’s representative arrived to pick up the corpse, representative found out that it had already been embalmed and a casket provided therefore the respondent denied petitioner’s request for the rendition of memorial services.

Later, the petitioner negotiated with Funeraria Tolete, as servicing mortuary accredited by private respondent for viewing and interment and for the replacement of the casket that was to be provided under the memorial plan

Petitioner filed a complaint for damages against the respondent alleging that because of respondent’s failure to render the necessary memorial services, she was constrained to sell her family’s farm lot and ordered to pay for the memorial services and other funeral expenses. On the other hand, private respondent claimed that its refusal to render the memorial services was due to petitioner’s violation of the terms of Pre-need agreement.

Issue: Whether or not Pacific Plans should reimburse Gaw.

Ruling: The provisions of Pre-Need Agreement set out in clear terms the respective rights and obligations of petitioner and private respondent. Under paragraph III, private respondent had the sole right to make all negotiations and necessary arrangements for the memorial services. On the other hand, it was necessary for petitioner to immediately notify private respondent of the need

for the memorial services. Thus, when petitioner’s mother died in the morning of July 9, 1996, it was petitioner’s responsibility to notify private respondent immediately; however, it was only in the evening of said date that petitioner informed private respondent, and at that juncture, the remains were already embalmed and a casket provided for. This, of course, pre-empted private respondent from exercising its sole prerogative of arranging for the memorial services on the remains of petitioner’s mother, and effectively violated the terms of the pre-need plan.

Petitioner not only failed to comply with her obligation to immediately inform respondent PPI of the fact of death, she encroached on respondent PPI’s sole and exclusive right to make all negotiations and necessary arrangements with a mortuary of its choice for the rendition of memorial services. She likewise breached the contract when she availed of a coffin different from that provided under her memorial plan. Verily, she must be solely responsible for the expenses incurred.

Pilipinas Loan company Inc. vs SEC

GR no. 104720

April 4, 2001

Facts:

Filipinas pawnshop, herein respondent, is a duly organized corporation registered under SEC. As stated in their Articles of Incorporation, one of its primary purpose is to extend loans at a legal interest on security of either personal properties or on the security of real properties and to finance installments sales of motor vehicles, home appliances and other chattels.

On the other hand, petitioner is a lending corporation duly registered with the SEC.

VERONA MARGARETTE CABIGAO Private respondent filed a complaint against petitioner with SEC. The complaint alleged that the petitioner, contrary to the restriction set by the Commission, has been operating and doing business as a pawnbroker, pawnshop or “sanglaan” in the same neighborhood where private respondent has had its own pawnshop for 30 years in violation of its primary purpose and without the imprimatur of the Central Bank to engage in the pawnshop business thereby causing unjust and unfair competition with private respondent; and the business name of petitioner, “PILIPINAS” Loan, bears similarity in spelling and phonetics with the corporate name of private respondent, “FILIPINAS” Pawnshop, creating constant confusion in the minds of the public and the customers of private respondent.

Issue: whether or not the Court of Appeals gravely erred in not holding that the determination by the Central Bank of alleged violation of PD No. 114 is a condition precedent to the exercise by respondent Securities and Exchange Commission of its regulatory power over petitioner

Held: A corporation, under the Corporation Code, has only such powers as are expressly granted to it by law and by its articles of incorporation those which may be incidental to such conferred powers, those reasonably necessary to accomplish its purposes and those which may be incident to its existence. In the case at bar, the limit of the powers of petitioner as a corporation is very clear, it is categorically prohibited from “engaging in pawn broking as defined under PD 114”.  Hence, in determining what constitutes pawn brokerage, the relevant law to consider is PD 114.

Clearly, the recital in the complaint of private respondent that petitioner is engaged in the pawnshop business when it is not authorized to do so by its articles of incorporation amounts to fraud, detrimental not only to the corporation but also to the stockholders and the public.  The relationship involved in this controversy is a category of

relationship over which the SEC has exclusive jurisdiction.

Supreme Court agreed with the Court of Appeals that petitioner cannot invoke the jurisdiction of the Central Bank in view of its own avowal that it is not a pawnshop and neither is it engaged in the business as a pawnshop.