G.R. No. 218964, June 30, 2020
MARIA AURORA G. MATHAY, ISMAEL G. MATHAY III, MARIA SONYA M. RODRIGUEZ, AND RAMON G. MATHAY, PETITIONERS, VS. PEOPLE OF THE PHILIPPINES AND ANDREA L. GANDIONCO, RESPONDENTS.

FACTS

Petitioners are siblings, children of the late spouses Ismael A. Mathay, Jr. and Sonya Gandionco Mathay. Private respondent Andrea L. Gandionco is Sonya’s youngest sister. On March 6, 1980, Sonya, her sons Ismael III and Ramon, and private respondent organized Goldenrod, Inc. Sonya managed the corporation until her death on November 22, 2012. The General Information Sheet (GIS) of Goldenrod, Inc. dated April 4, 2012, filed with the SEC, reflected Sonya as owning 60% (30,000 shares) of the corporation’s stocks, with petitioners each owning 10% (5,000 shares). After Sonya’s death, an amended GIS dated December 7, 2012, was filed, reducing Sonya’s shares to 8% (4,000 shares) and showing private respondent as owning 52% (26,000 shares). This amendment was based on a Declaration and Share Purchase Agreement (SPA) presented by private respondent, wherein Sonya acknowledged private respondent as the real owner of the 60% shares and returned 52% to her.
Subsequently, on February 5 and 11, 2013, petitioners filed two GISs for Goldenrod, Inc. (for 2013) with the SEC, signed by Ramon as the new Corporate Secretary. These GISs reinstated Sonya’s shares to 60% (30,000 shares) and omitted private respondent as a shareholder. On February 11, 2013, Goldenrod, Inc. sold a real property covered by TCT No. T-92106 for P8.1 million.
Private respondent filed a civil case (Civil Case No. Q-13-289) for Injunction, etc., claiming deprivation of her 52% shares. Ismael Mathay, Jr. also filed a civil case (Civil Case No. Q-13-73089) to declare the SPA null and void for lack of spousal consent. On March 26, 2014, private respondent filed a complaint for Qualified Theft through Falsification of Public Documents against petitioners. An Information was filed, alleging that petitioners, as corporate officers, conspired to falsify two GISs by removing private respondent’s name, retaining Sonya’s name (who was deceased), and placing Ramon’s name, thereby enabling the sale of corporate property and depriving private respondent of her share (P4,212,000.00). Petitioners filed an Omnibus Motion (for judicial determination of probable cause, annulment of the prosecutor’s resolution, quashal of information, and suspension of arrest warrant issuance) and a Motion to Suspend Proceedings based on a prejudicial question. The RTC denied the motions and ordered the issuance of arrest warrants. The CA upheld the RTC. Petitioners filed the present Petition for Review on Certiorari.

ISSUE

Whether the proceedings in the criminal case for Qualified Theft through Falsification of Public Documents should be suspended on the ground of a prejudicial question, pending the resolution of the civil cases involving the ownership of the shares of stock in Goldenrod, Inc.

RULING

Yes. The Supreme Court granted the petition, set aside the CA Decision and Resolution, and ordered the suspension of the proceedings in the criminal case until the related civil cases are terminated with finality.
The Court found that a prejudicial question exists. A prejudicial question arises when a civil action involves an issue similar or intimately related to an issue in a pending criminal action, and the resolution of such issue determines whether the criminal action may proceed. The elements are: (1) the civil action must be filed prior to the criminal action; and (2) the resolution of the issue in the civil action is determinative of the criminal case.
Here, the civil cases (Civil Case No. Q-13-289 for injunction and Civil Case No. Q-13-73089 for nullity of the SPA) were filed before the criminal Information was filed. The resolution of these civil cases will determine the ownership of the 26,000 shares of stock claimed by private respondent. This determination is logically antecedent to the issues in the criminal case for Qualified Theft through Falsification. If the civil courts rule that private respondent is not entitled to the shares (e.g., if the SPA is declared void), then the essential elements of the crimes charged would be absent: for theft, the property would not “belong to another” (private respondent), the taking would not be with intent to gain from her, and would not be without her consent; for falsification, the statements in the GISs would not be “untruthful” or “false.” Therefore, the outcome of the civil cases is determinative of the guilt or innocence of the petitioners in the criminal case. Consequently, the criminal proceedings must be suspended until the prejudicial question in the civil cases is resolved.