The Supreme Court’s decision in Mid-Pasig Land Development Corporation v. Mario Tablante clarifies when a corporate officer needs a board resolution to sign the verification and certification against non-forum shopping in court filings. The Court held that certain corporate officers, such as the General Manager, can sign these documents without a specific board resolution, streamlining corporate litigation processes. This ruling ensures that minor technicalities do not impede the pursuit of substantial justice.

Lease Disputes and Corporate Authority: Unpacking Mid-Pasig Land’s Court Battle

The case began with a lease agreement between Mid-Pasig Land Development Corporation (Mid-Pasig) and ECRM Enterprises, owned by Mario Tablante. Tablante then assigned his rights to Laurie Litam and Rockland Construction Company, Inc. (Rockland). Simultaneously, Tablante entered into a lease agreement with MC Home Depot, Inc. over the same land, leading to improvements and subdivisions. When the lease expired, Mid-Pasig demanded the respondents vacate the premises, setting off a series of legal battles.

Rockland initiated a case for Specific Performance, compelling Mid-Pasig to execute a new lease contract. In response, Mid-Pasig filed an unlawful detainer case. The Municipal Trial Court (MTC) dismissed the unlawful detainer case for lack of jurisdiction, a decision affirmed by the Regional Trial Court (RTC). Mid-Pasig then elevated the case to the Court of Appeals (CA) via a petition for certiorari. The CA dismissed the petition on technical grounds, citing the lack of a board resolution authorizing the General Manager to sign the verification and certification against non-forum shopping, and the absence of pertinent documents. This dismissal prompted Mid-Pasig to appeal to the Supreme Court.

The central issue before the Supreme Court was whether the CA erred in dismissing the petition based on these technicalities. The Court addressed the requirement for a board resolution authorizing a corporate officer to sign the verification and certification against non-forum shopping. The Court, referencing Cagayan Valley Drug Corporation v. Commissioner of Internal Revenue, reiterated that while corporate powers are generally exercised by the board of directors, certain corporate officers have the authority to sign these documents without a specific resolution.

Specifically, the Court clarified that the General Manager falls under the category of officers who can sign the verification and certification without needing a board resolution. As stated in Cagayan Valley Drug Corporation v. Commissioner of Internal Revenue:

In sum, we have held that the following officials or employees of the company can sign the verification and certification without need of a board resolution: (1) the Chairperson of the Board of Directors, (2) the President of a corporation, (3) the General Manager or Acting General Manager, (4) Personnel Officer, and (5) an Employment Specialist in a labor case.

Building on this principle, the Supreme Court emphasized that the purpose of the verification and certification is to ensure the truthfulness and correctness of the allegations in the petition. The Court noted that General Manager Antonio Merelos, in his capacity, was in a position to verify the truthfulness of the statements made in the petition. Therefore, the CA’s insistence on a board resolution was an overly strict application of the rules.

Moreover, the Court also noted that the petitioner subsequently submitted the required board resolution and pertinent documents to the CA. This substantial compliance with the rules should have been considered by the CA, aligning with the principle that procedural rules should aid, not hinder, the pursuit of justice.

The Court articulated its stance on technicalities in legal proceedings, stating:

Time and again, we have emphasized that dismissal of an appeal on a purely technical ground is frowned upon especially if it will result in unfairness. The rules of procedure ought not to be applied in a very rigid, technical sense for they have been adopted to help secure, not override, substantial justice.

Following the determination that the CA erred in dismissing the petition, the Supreme Court considered whether to remand the case. However, it noted subsequent events that rendered the issue of possession moot and academic. The respondents’ possessory claims had lapsed, and Rockland confirmed it was no longer in possession of the property due to a separate court order granting possession to Pasig Printing Corporation. MC Home Depot, Inc. also acknowledged that Rockland’s lease period had expired. Furthermore, MC Home Depot, Inc. asserted its rightful possession based on an agreement with Pasig Printing Corporation.

Given these developments, the Court concluded that a remand was unnecessary. The central issue of the unlawful detainer case—the right to possess the property—had been overtaken by events, making the case moot. As a result, the Court reversed the CA’s resolutions but declared the main case closed and terminated.

This decision underscores the importance of adhering to procedural rules while also recognizing that strict adherence should not trump substantial justice. The ruling provides clarity on the authority of corporate officers to sign verifications and certifications, reducing the likelihood of cases being dismissed on minor technicalities.

FAQs

What was the key issue in this case?	The key issue was whether the Court of Appeals erred in dismissing the petition for certiorari based on the lack of a board resolution authorizing the General Manager to sign the verification and certification against non-forum shopping.
Does a General Manager need a board resolution to sign court documents?	No, the Supreme Court clarified that a General Manager is among the corporate officers who can sign the verification and certification against non-forum shopping without a specific board resolution.
What happens if a required document is missing in the initial filing?	If the missing document is later submitted, the court may consider this as substantial compliance, especially if it does not prejudice the other party.
What does “moot and academic” mean in this context?	It means that the issue in the case is no longer relevant or has no practical effect because of events that occurred after the lawsuit was filed, such as the expiration of a lease.
What is an unlawful detainer case?	An unlawful detainer case is a legal action to recover possession of real property from someone who initially had lawful possession but whose right to possession has expired or been terminated.
What is a verification and certification against non-forum shopping?	It is a sworn statement attesting that the party has read the pleading and that the allegations are true and correct, and certifying that the party has not filed any other action involving the same issues in another court.
What is the significance of substantial compliance?	Substantial compliance means that a party has generally complied with the requirements of a rule or law, even if there are minor deviations, and the court may accept this compliance if it does not prejudice the other party.
How did the possession of the property change hands in this case?	Initially, Rockland claimed possession under a lease agreement. However, due to a separate court order, possession was awarded to Pasig Printing Corporation, who then granted possession to MC Home Depot, Inc.
What role did Pasig Printing Corporation play in the dispute?	Pasig Printing Corporation became involved as an intervenor and was eventually awarded possession of the property by the Regional Trial Court, leading to a separate agreement with MC Home Depot, Inc.

The Supreme Court’s decision in Mid-Pasig Land Development Corporation v. Mario Tablante offers important guidance on the application of procedural rules in corporate litigation. By emphasizing the need for substantial justice over strict technicality, the Court ensures that minor errors do not prevent the resolution of cases on their merits. This ruling serves as a reminder that courts should prioritize fairness and equity, especially when dealing with procedural lapses that do not prejudice the opposing party.

For inquiries regarding the application of this ruling to specific circumstances, please contact ASG Law through contact or via email at frontdesk@asglawpartners.com.

Disclaimer: This analysis is provided for informational purposes only and does not constitute legal advice. For specific legal guidance tailored to your situation, please consult with a qualified attorney.
Source: MID-PASIG LAND DEVELOPMENT CORPORATION VS. MARIO TABLANTE, G.R. No. 162924, February 04, 2010