Heirs of Antonio Pael vs. Court of Appeals (Corporation Law)

CORPORATION LAW

Heirs of Antonio Pael vs. Court of Appeals

371 SCRA 587 (G.R. No. 133574)

December 7, 2001

Petitioner: Heirs of Antonio Pael and Andrea Alcantara and Crisanto Pael

Respondent: Court of Appeals

J. Ynares-Santiago

FACTS:

PFINA Properties, Inc. acquired by virtue of a deed of assignments dated January 25, 1983, certain parcels of land from the heirs of Antonio Pael. It appears that at the time PFINA acquired the land, it was known to be a a mining company. The transfer was also replete with badges of fraud and irregularities. Furthermore, the heirs of Pael had earlier disposed of their rights over the subject property long before the transfer to PFINA was made.

ISSUE:

Whether or not the acquisition of PFINA of the disputed properties was within its power and hence a valid corporate act.

HELD:

No.

At the time of PFINA acquired the disputed properties in 1983, its corporate name was PFINA Mining and Exploration, Inc., a mining company which had no valid grounds to engage in the highly speculative business of urban real estate development.