GR L 30896; (April, 1983) (Digest)
G.R. No. L-30896 April 28, 1983
JOSE O. SIA, petitioner, vs. THE PEOPLE OF THE PHILIPPINES, respondent.
FACTS
Jose O. Sia, as President and General Manager of Metal Manufacturing of the Philippines, Inc. (MEMAP), applied for and was granted a letter of credit by Continental Bank to import steel sheets. Upon arrival of the goods, a trust receipt agreement was executed, wherein Sia, on behalf of MEMAP, undertook to hold the sheets in trust for the bank, sell them, and remit the proceeds. Sia and MEMAP failed to pay the obligation or account for the goods despite demands. An information for estafa under Article 315(1)(b) of the Revised Penal Code was filed against Sia personally. The Court of First Instance of Manila convicted him, and the Court of Appeals affirmed, holding that a corporate officer could be held criminally liable for acts done on behalf of the corporation.
ISSUE
Whether petitioner Jose O. Sia, having acted solely in his official capacity as a corporate officer, may be held criminally liable for estafa arising from the violation of a trust receipt agreement executed for and on behalf of the corporation.
RULING
No. The Supreme Court acquitted Jose O. Sia. The Court distinguished this case from People vs. Tan Boon Kong, where a corporate officer was held liable for an act the law directly required the corporation to perform. Here, the transaction was a commercial loan secured by a trust receipt, a purely civil obligation between the bank and the corporation. The Court ruled that Sia did not act in his personal capacity but as an agent of MEMAP. His signature on the trust receipt bound the corporation, not him personally. To hold an agent criminally liable for a corporate contractual breach would be unjust, as the agent assumes no personal obligation for the debt. The criminal information was based on the failure to pay a loan, which is not a criminal act. The Court emphasized that the intent to defraud, essential for estafa, was absent as the transaction was a simple loan default. The liability, if any, was civil and belonged to the corporation. The decision noted that subsequent law (P.D. 115) now expressly imposes criminal liability on corporate officers for trust receipt violations, but this was not applicable at the time of the transaction.