Ongkingco v. National Labor Relations Commission
REITERATIONFacts
The Antecedents: Petitioner Galeria de Magallanes Condominium Association, Inc. (Galeria), a non-stock, non-profit corporation formed under R.A. No. 4726, appointed Federico B. Guilas as Administrator/Superintendent on September 1, 1990. On March 17, 1992, Galeria's Board of Directors resolved not to re-appoint Guilas. Procedural History: Guilas filed a complaint for illegal dismissal and non-payment of salaries with the National Labor Relations Commission (NLRC). Petitioners moved to dismiss, arguing that the Securities and Exchange Commission (SEC) had jurisdiction. Labor Arbiter Oswald Lorenzo granted the motion, ruling that the Administrator/Superintendent position was a corporate position and its dismissal an intra-corporate matter. The NLRC reversed the Labor Arbiter's order, holding that the complaint for illegal dismissal fell within its jurisdiction, as Guilas was an employee and not a member or officer of the association, and the removal was an issue of just and valid cause and due process. The NLRC denied petitioners' motion for reconsideration. The Petition: Petitioners filed a special civil action for certiorari with the Supreme Court, assailing the NLRC's resolutions for acting without or in excess of jurisdiction or with grave abuse of discretion.
Issue(s)
Whether the National Labor Relations Commission (NLRC) or the Securities and Exchange Commission (SEC) has jurisdiction over the dismissal of an Administrator/Superintendent of a condominium association. Whether the dismissal of Federico B. Guilas, Administrator/Superintendent of Galeria de Magallanes Condominium Association, Inc., constitutes an intra-corporate dispute.
Ruling
The petition is granted. The assailed resolutions of the NLRC are reversed, and the Order of the Labor Arbiter dated December 29, 1992, is reinstated. The case is dismissed for lack of jurisdiction of the NLRC.
Ratio Decidendi
On the jurisdiction over the dismissal of a corporate officer: The Supreme Court held that the dismissal of a corporate officer is an intra-corporate controversy, which falls under the exclusive jurisdiction of the Securities and Exchange Commission (SEC) as provided by Presidential Decree No. 902-A. The Court emphasized that the nature of the dispute, whether it is an intra-corporate matter, is determined by the functions of the position and the relationship of the individual to the corporation, not merely by the title of the position. In this case, the Administrator/Superintendent was appointed by the Board of Directors and his salary was set by the Board, indicating a corporate officer status. The Court reiterated the ruling in Tabang v. NLRC that an officer is created by the charter or by-laws and elected or appointed by the directors or stockholders, distinguishing them from employees who are generally employed by managing officers. Therefore, the NLRC erred in taking cognizance of the case. On whether the dismissal of Federico B. Guilas constitutes an intra-corporate dispute: The Supreme Court ruled that Guilas was indeed a corporate officer, not a mere employee. This conclusion was based on the fact that his appointment was made by the Board of Directors, and his salary was set by the same Board, as reflected in the by-laws of Galeria de Magallanes Condominium Association, Inc. The by-laws explicitly included the Superintendent or Administrator as a potential executive officer whose appointment and duties are determined by the Board. The Court cited Lozon v. NLRC and Espino v. NLRC, which held that a corporate officer's dismissal is always a corporate act and an intra-corporate controversy, regardless of the reason for the dismissal. Consequently, the dispute over Guilas's dismissal was an intra-corporate matter, vesting jurisdiction in the SEC.
Main Doctrine
The dismissal of a corporate officer, even if framed as an illegal dismissal case, is an intra-corporate dispute falling under the exclusive jurisdiction of the Securities and Exchange Commission (SEC), not the National Labor Relations Commission (NLRC).