Prime White Cement Corporation vs. Intermediate Appellate Court (IAC)

PRIME WHITE CEMENT CORPORATION, petitioner, vs. HONORABLE INTERMEDIATE APPELLATE COURT and ALEJANDRO TE, respondents.

G.R. No. L-68555 | 1993-03-19

Corporation Law: Self-dealing director or officer

Corporation cannot be awarded moral damages
Unauthorized actions by corporate officers and agents, theory of apparent authority
Corporation law, fiduciary duty of directors to the Corporation
Corporation law, self-dealing contracts by directors are voidable, can be ratified
Corporation law, even in the absence of express or implied authority, the President, as a general rule, may bind the corporation by a contract in the ordinary course of busines
Corporate powers, delegation
Corporate power, when president can enter into contracts
Corporate powers of a president of a corporation; rule
Board of directors, instances of implied ratification
Self-dealing director
Director of a corporation, nature of position

D E C I S I O N

CAMPOS, JR., J.:

Before Us is a Petition for Review on Certiorari filed by petitioner Prime White Cement Corporation seeking the reversal of the decision * of the then Intermediate Appellate Court, the dispositive portion of which reads as follows:

"WHEREFORE, in view of the foregoing, the judgment appealed from is hereby affirmed in toto." ¹

The facts, as found by the trial court and as adopted by the respondent Court are hereby quoted, to wit:

"On or about the 16th day of July, 1969, plaintiff and defendant corporation thru its President, Mr. Zosimo Falcon and Justo C. Trazo, as Chairman of the Board, entered...