G.R. No. 153885 & G.R. No. 156214, September 24, 2003
LEPANTO CONSOLIDATED MINING COMPANY, PETITIONER, VS. WMC RESOURCES INTERNATIONAL PTY. LTD., ET AL., RESPONDENTS.

FACTS

Petitioner Lepanto Consolidated Mining Company entered into a Sale and Purchase Agreement with respondent WMC Resources International Pty. Ltd. on July 12, 2000, to acquire WMC’s shares in its Philippine subsidiary, WMCP, which held a Financial and Technical Assistance Agreement (FTAA). This sale was contingent upon the Tampakan Companies, the original claim owners, waiving their contractual right of first refusal. When the Tampakan Companies later exercised this preemptive right, WMC sold the same shares to them, leading to competing claims over the ownership of the FTAA-controlling shares.
Lepanto sought administrative relief by requesting the Department of Environment and Natural Resources (DENR) to approve the transfer of the FTAA to it based on its purchase. Concurrently, on January 22, 2001, Lepanto filed a civil complaint in the Regional Trial Court (RTC) of Makati against WMC, WMCP, and the Tampakan Companies for specific performance and annulment of contracts, seeking to enforce its July 2000 agreement. The respondents moved to dismiss the civil case, arguing forum shopping due to the pending DENR proceeding and lack of jurisdiction.

ISSUE

Whether the filing of the civil case in the RTC constituted forum shopping, warranting its dismissal.

RULING

Yes, the Supreme Court affirmed the Court of Appeals’ dismissal of the civil case on the ground of forum shopping. The legal logic is anchored on the identity of the reliefs sought and the essential facts and circumstances involved in both the administrative and judicial proceedings. Lepanto’s request before the DENR’s Mines and Geosciences Bureau (MGB) sought approval of the share transfer and, by necessary implication, a determination of the validity of the competing sale agreements to establish its right to the FTAA. Identically, its civil complaint before the RTC sought enforcement of its purchase agreement and the annulment of the subsequent contracts, ultimately aiming to establish its rightful ownership of the shares controlling the FTAA.
The Court ruled that the MGB, under the mining law, possesses the jurisdiction to approve the transfer of an FTAA, which inherently includes the authority to resolve disputes over the validity of the underlying share sale agreements that effect such transfer. Since both the administrative and judicial actions involved the same transactions, facts, and primary objective—to adjudicate who has the rightful claim to the shares and the FTAA—the element of forum shopping was present. Consequently, the civil case was correctly dismissed. The Court also noted Lepanto’s failure to exhaust administrative remedies. In the companion case (G.R. No. 156214), the Court set aside the RTC’s later dismissal orders as they were issued while the appeal of the CA decision was pending.