GR 104175; (June, 1993) (Digest)
G.R. No. 104175 June 25, 1993
YOUNG AUTO SUPPLY CO. AND NEMESIO GARCIA, petitioners, vs. THE HONORABLE COURT OF APPEALS (THIRTEENTH DIVISION) AND GEORGE CHIONG ROXAS, respondents.
FACTS
Petitioners Young Auto Supply Co. (YASCO), a domestic corporation, and its president Nemesio Garcia sold all their shares in Consolidated Marketing & Development Corporation (CMDC) to respondent George Chiong Roxas for P8,000,000.00. The balance of P4,000,000.00, payable via four post-dated checks, was dishonored. Roxas sold one market and from the proceeds, YASCO received P600,000.00, leaving a balance of P3,400,000.00. Petitioners filed a complaint for collection against Roxas in the Regional Trial Court (RTC) of Cebu City, Branch 11. Roxas filed a motion to dismiss on grounds including improper venue, arguing petitioners’ residence was in Pasay City based on addresses in the Deed of Sale and correspondence. The RTC denied the motion. The Court of Appeals reversed the RTC, ordering dismissal on the ground of improper venue, finding that petitioners led Roxas to believe their residence was in Pasay City.
ISSUE
Whether the venue was improperly laid in Cebu City for the personal action filed by the petitioners.
RULING
The Supreme Court ruled that the venue was properly laid in Cebu City. For purposes of venue, a corporation’s residence is its principal office as stated in its Articles of Incorporation. YASCO’s Articles of Incorporation specified its principal office was in Cebu City. The complaint also averred YASCO’s principal place of business was in Cebu City, with only a branch office in Pasay City. Therefore, as a plaintiff, YASCO could properly file the personal action in Cebu City, its residence. The Court of Appeals erred in relying on addresses in commercial documents and correspondence to determine residence for venue. With this finding, it became unnecessary to resolve the issues regarding the residence of co-plaintiff Nemesio Garcia or whether Roxas was estopped from questioning venue. The Supreme Court granted the petition, set aside the decision of the Court of Appeals, and reinstated the RTC Order denying the motion to dismiss.