GR 152392; (May, 2005) (Digest)
G.R. No. 152392 ; May 26, 2005
EXPERTRAVEL & TOURS, INC., petitioner, vs. COURT OF APPEALS and KOREAN AIRLINES, respondent.
FACTS
Korean Airlines (KAL) filed a collection complaint against Expertravel & Tours, Inc. (ETI) before the Regional Trial Court (RTC) of Manila. The verification and certification against forum shopping attached to the complaint was signed by KAL’s counsel, Atty. Mario Aguinaldo, who identified himself as its resident agent and legal counsel. ETI moved to dismiss the complaint, arguing that Atty. Aguinaldo lacked the requisite authority to execute the certification. KAL opposed, asserting Atty. Aguinaldo was its duly registered resident agent and corporate secretary.
During hearings, Atty. Aguinaldo claimed authorization via a board resolution approved in a special teleconference on June 25, 1999. The RTC granted time to submit the resolution. KAL eventually submitted an affidavit from its general manager, Suk Kyoo Kim, confirming the teleconference and resolution but stating no written copy existed. The RTC denied ETI’s motion to dismiss, crediting the affidavit. Later, KAL submitted a Secretary’s Certificate dated January 10, 2000, executed by Atty. Aguinaldo, formally attesting to the board resolution authorizing him to file the suit.
ISSUE
Whether the Court of Appeals erred in ruling that the verification and certificate of non-forum shopping executed by KAL’s counsel constituted sufficient compliance with the Rules of Court.
RULING
The Supreme Court denied the petition and affirmed the CA’s decision. The legal logic centers on the substantive compliance with the rule on non-forum shopping certifications and the authority of a corporate resident agent. The Court held that while the certification was initially signed by counsel without evident proof of authority, the subsequent submission of the Secretary’s Certificate cured this defect. This certificate, executed by Atty. Aguinaldo in his capacity as KAL’s resident agent and corporate secretary, formally documented the board resolution authorizing the legal action.
The Court emphasized that the rule requiring the certification is not jurisdictional but formal. Its non-compliance at the time of filing does not automatically warrant dismissal if it is subsequently shown, as in this case, that the party authorized the filing. Atty. Aguinaldo, as the registered resident agent under the Corporation Code, held a position that inherently involved representing the corporation. Furthermore, the Court recognized the validity of the board’s action via teleconference, noting that corporate acts can be taken through modern communication methods where participants can interact simultaneously. Thus, the RTC did not commit grave abuse of discretion in denying the motion to dismiss, as the certification requirement was ultimately satisfied.