GR 119877; (March, 1997) (Digest)
G.R. No. 119877 March 31, 1997
BIENVENIDO ONGKINGCO, as President and GALERIA DE MAGALLANES CONDOMINIUM ASSOCIATION, INC., petitioners, vs. NATIONAL LABOR RELATIONS COMMISSION and FEDERICO B. GUILAS, respondents.
FACTS
Petitioner Galeria de Magallanes Condominium Association, Inc. is a non-stock, non-profit corporation constituted under the Condominium Act. Its Board of Directors appointed private respondent Federico B. Guilas as Administrator/Superintendent in September 1990. His duties involved managing and maintaining the condominium’s common areas. In March 1992, the Board passed a resolution not to reappoint Guilas. Consequently, Guilas filed a complaint for illegal dismissal and non-payment of salaries with the NLRC. Petitioners moved to dismiss, asserting that the Securities and Exchange Commission (SEC), not the NLRC, had jurisdiction over the matter.
The Labor Arbiter granted the motion to dismiss, ruling that the position of Administrator was a corporate creation, with appointment and removal being prerogatives of the Board of Directors as outlined in the corporation’s Articles of Incorporation. The dispute was therefore deemed intra-corporate and within the SEC’s jurisdiction. The NLRC reversed this decision on appeal, holding that Guilas was a mere employee, not a corporate officer or member, making his illegal dismissal claim a labor dispute under NLRC jurisdiction.
ISSUE
Whether the NLRC or the SEC has jurisdiction over the complaint for illegal dismissal filed by Federico B. Guilas against the condominium corporation.
RULING
The Supreme Court ruled that the SEC has exclusive jurisdiction. The legal logic hinges on the nature of Guilas’s position and the manner of his appointment. The Court emphasized that a corporate officer, as defined under the Corporation Code and by corporate by-laws, is one who is elected or appointed by the Board of Directors. Guilas was appointed directly by Galeria’s Board of Directors, which also set his salary. This mode of appointment made him a corporate officer, not a mere employee.
Consequently, any controversy regarding his dismissal or non-reappointment is intrinsically an intra-corporate dispute. The Court clarified that the nature of such a dispute is not altered by the reasons for the Board’s action; it remains a corporate affair concerning corporate governance. Under Presidential Decree No. 902-A, the SEC had original and exclusive jurisdiction over controversies involving the election, appointment, or removal of corporate officers. Therefore, Guilas’s complaint, including ancillary money claims, fell within the SEC’s purview. The NLRC’s assumption of jurisdiction was erroneous. The Court reinstated the Labor Arbiter’s order dismissing the case for lack of jurisdiction.