Matuguina Integrated Wood Products, Inc.
vs CA
FACTS:
Milagros Matuguina, a sole proprietor, has
a timber business named Matuguina
Logging Enterprises in Davao under the
Provisional Timber License No. 30 for
acertain area. During the same time,
Milagros became the majority stockholder
of MIWP (Mataguina Integrated Wood
Products) by buying 70% of stock
ownership. Milagros requested to the
director of Forest Development to transfer
the management of the timber license no.
30, granted for MLE, to MIWP
Pending the approval of the transfer of the
license, DAVENCOR (private respondent)
submitted a complaint regarding the
encroachment of MLE in the concession
area of DAVENCOR. , The Minister of
Natural Resources, Hon. Ernesto M.
Maceda rendered his decision against
MLE  for illegal logging operations on the
portion of the land under the  concession
of DAVENCOR. DAVENCOR then requested
the issuance of writ of execution for MLE
and/or MIWP. MIWP, as a defense, filed
for prohibition, damages and injunction,
with prayer for restraining order on   the
grounds that they are a separate entity
from MLE and, therefore, not a party to
the complaint by DAVENCOR. Trial Court
granted the TRO. RTC ruled in favor of
MIWP which was reversed by the Court  PTL No. 30. It does not show
of  Appeals; hence, this petition of
certiorari.
ISSUE:
WON the corporate veil of MIWP shall be
pierced to be held liable for the acts of
MLE
RULINGS:
 NO, MIWP cannot be held liable. A
corporation has a separate
personality. It may not generally be
held liable for that of the persons
composing it unless when the
juridical personality of the
corporation is  used to defeat
public convenience, justify wrong,
protect fraud or defend crime, the
corporation shall be considered as
a mere association of persons. But
for the separate juridical
personality of a corporation to be
disregarded, the wrongdoing must
be clearly and convincingly
established. It cannot be
presumed.
 It is likewise improper to state that
the MIWPI is the privy or the
successor-in-interest of MLE, as the
liability for the encroachment over
DAVENCOR's timber concession is
concerned, by reason of the
transfer of interest in PTL No. 30
from MLE to MIWPI. The transfer
has never become effective. More
importantly, even if it is deemed
that there was a valid change of
name and transfer of interest in
the PTL No. 30, this only signifies a
transfer of authority, from MLE to
MIWPI, to conduct logging
operations in the area covered by
indubitable proof that MIWPI was a
mere conduit or successor of
Milagros Matuguina/MLE, as far
the latter's liability for the
encroachment upon DAVENCOR's
concession is concerned.