FACTS
11 of Rule 14
Petitioner EB Villarosa is a limited partnership with principal office address
at Davao City, and branch offices in Parañaque, Manila and Cagayan De
Oro City. Petitioner and Private Respondent Imperial Development
Corporation executed a Deed of Sale with Development Agreement,
wherein the former agreed to develop certain parcels of land located in
Cagayan De Oro, belonging to the latter into a housing subdivision for the
construction of low cost housing units. They further agreed that in case of
litigation regarding any dispute arising therefrom, the venue shall be in the
courts of Makati.
On April 3 1988, Imperial filed a Complaint for Breach of Contract and
Damages before the Makati RTC, allegedly for the failure of EB Villarosa to
comply with its contractual obligation in that, other than a few unfinished
low cost houses, there were no substantial developments therein.
The summons and complaint was served upon the Petitioner, through its
branch manager Engr. Wendell Sabulbero, at its address in Cagayan De
Oro. However, the Sheriff’s Return of Service stated that the summons was
duly served upon the Petitioner at their new office, still in Cagayan De Oro
City but at a different address.
Petitioner prayed for the dismissal of the complaint on the ground of
improper service of summons and lack of jurisdiction over the person of
the Petitioner. Petitioner contends that the RTC did not acquire jurisdiction
since the summons was improperly served upon its employee in its branch
office at Cagayan De Oro City, such employee is not those named in Sec.
11, Rule 14 of the Rules of Civil Procedure whom service of summons can
be made.
On August 5 1988, the RTC denied the Motion to Dismiss, stating that since
the summons and copy of the complaint were in fact received by the
corporation through its branch manager Engr. Salbubero, there was
substantial compliance with the rule on service of summons.
Consequently, it validly acquired jurisdiction over the person of the
Petitioner.
On August 19 1988, Petitioner filed an MR, alleging that Sec.
did not liberalize but on the contrary, restricted the service of summons on
persons enumerated therein, and that the new provision is very specific
and clear, in that the word “manager” was changed to “general manager”,
“secretary” to “corporate secretary”, and excluding therefrom agent and
director.
ISSUE: WON the trial court acquired jurisdiction over the person of the
Petitioner upon service of summons on its Branch Manager, Engr.
Sabulbero
RULING
No. When the complaint was filed by Petitioner on April 3 1998, the 1997
Rules of Civil Procedure was already in force.
Sec. 11, Rule 14 of the 1997 Rules of Civil Procedure provides that:
When the defendant is a corporation, partnership or association organized
under the laws of the Philippines with a juridical personality, service may
be made on the president, managing partner, general manager, corporate
secretary, treasurer, or in-house counsel.
This provision revised the former Section 13, Rule 14 of the Rules of Court
which provided that:
Sec. 13. Service upon private domestic corporation or partnership. — If the
defendant is a corporation organized under the laws of the Philippines or a
partnership duly registered, service may be made on the president,
manager, secretary, cashier, agent, or any of its directors.
We agree with petitioner. Earlier cases have upheld service of summons
upon a construction project manager; a corporation's assistant manager;
ordinary clerk of a corporation; private secretary of corporate executives;
retained counsel; officials who had charge or control of the operations of
the corporation, like the assistant general manager; or the corporation's
Chief Finance and Administrative Officer. In these cases, these persons
were considered as "agent" within the contemplation of the old rule.
Notably, under the new Rules, service of summons upon an agent of the
corporation is no longer authorized.
The designation of persons or officers who are authorized to accept
summons for a domestic corporation or partnership is now limited and
more clearly specified in Section 11, Rule 14 of the 1997 Rules of Civil
Procedure. The rule now states "general manager" instead of only
"manager"; "corporate secretary" instead of "secretary"; and "treasurer"
instead of "cashier." The phrase "agent, or any of its directors" is
conspicuously deleted in the new rule.
The particular revision under Section 11 of Rule 14 was explained by
retired Supreme Court Justice Florenz Regalado, thus:
… the then Sec. 13 of this Rule allowed service upon a defendant
corporation to "be made on the president, manager, secretary, cashier,
agent or any of its directors." The aforesaid terms were obviously
ambiguous and susceptible of broad and sometimes illogical
interpretations, especially the word "agent" of the corporation. The Filoil
case, involving the litigation lawyer of the corporation who precisely
appeared to challenge the validity of service of summons but whose very
appearance for that purpose was seized upon to validate the defective
service, is an illustration of the need for this revised section with limited
scope and specific terminology. Thus the absurd result in the Filoil case
necessitated the amendment permitting service only on the in-house
counsel of the corporation who is in effect an employee of the corporation,
as distinguished from an independent practitioner.
A strict compliance with the mode of service is necessary to confer
jurisdiction of the court over a corporation. The officer upon whom
service is made must be one who is named in the statute; otherwise the
service is insufficient…
The purpose is to render it reasonably certain that the corporation will
receive prompt and proper notice in an action against it or to insure that
the summons be served on a representative so integrated with the
corporation that such person will know what to do with the legal papers
served on him. In other words, "to bring home to the corporation notice
of the filing of the action."
The liberal construction rule cannot be invoked and utilized as a
substitute for the plain legal requirements as to the manner in which
summons should be served on a domestic corporation….
Service of summons upon persons other than those mentioned in Section
13 of Rule 14 (old rule) has been held as improper. Even under the old rule,
service upon a general manager of a firm's branch office has been held as
improper as summons should have been served at the firm's principal
office.
Accordingly, we rule that the service of summons upon the branch
manager of petitioner at its branch office at Cagayan de Oro, instead of
upon the general manager at its principal office at Davao City is improper.
Consequently, the trial court did not acquire jurisdiction over the person
of the petitioner. PETITION GRANTED.

Retired Justice Oscar Herrera, who is also a consultant of the Rules of Court
Revision Committee, stated that "(T)he rule must be strictly observed.
Service must be made to one named in (the) statute…”

It should be noted that even prior to the effectivity of the 1997 Rules of
Civil Procedure, strict compliance with the rules has been enjoined. In the
case of Delta Motor Sales Corporation vs. Mangosing, the Court held: