Silva v. Ayuson

[SEC-SICD * CASE NO. 4451. March 5, 1996.] ROBERTO SILVA, ET AL. , petitioners , vs . CARLOS AYUSON, ET AL. , respondents . D E C I S I O N From the pleadings filed and evidence adduced during the proceedings taken in the above-entitled case, the following facts appear undisputed on record that provide the background to the filing of the present action, to wit: LLjur Both petitioners and respondents are members of Concepcion Meteor Tricycle Operators and Drivers Association (CMTODA for brevity) as appearing in their Compromise Agreement filed with this Commission on March 10, 1993 which eventually lead to the termination of SEC Case No. 4411 . The said agreement provides, among other things, "(1) that petitioners acknowledged that respondents have already submitted the corporation's financial statement for 1992 to the SEC and copies of which are handed to these petitioners; (2) that parties agreed to call and conduct an election of the Board of Directors of the Corporation on April 3, 1993 from 8:00 a.m. to 3:00 p.m. at the Meteor Homes Catholic Chapel, Meteor Homes Subdivision, Marikina, Metro-Manila; (3) that a COMELEC is hereby created by the parties to oversee/supervise the said election to be composed by the following: Mr. Edgardo Oblimar, Chairman, Mr. Miguel Catugdan, Member (as petitioner's representative) and Mr. Jose Patriarca, Member (as respondent's representative); (4) that a masterlist of members of the corporation who can vote or be voted upon in the said election shall be prepared by the COMELEC and keep by the Chairman not later than March 19, 1993, at about 5:00 o'clock in the afternoon; and (5) that those who are interested to run for Board of Directors shall file his Certificate of Candidacy with the COMELEC not later than March 26, 1993 at 5:00 o'clock in the afternoon in the prescribed form to be supplied by the COMELEC for free. Only those who have no unpaid membership fee and/or dues shall be qualified to run for Board of Directors." Pursuant to the aforementioned Compromise Agreement, an election of the members of the Board of Directors of CMTODA was held on April 3, 1993 from 8:00 a.m. to 3:00 p.m. at Meteor Homes Subdivision, Marikina, Metro-Manila. The results of the election are as follows: Names of Candidate Votes Obtained 1. Abut, Rodolfo 3 2. Alfonso, Rodolfo 4 3. Ancot, Alberto 2 4. Ayuson, Carlos 45 5. Bandejas, Leonardo 44 6. Busante, Roberto 3 7. Cabalse, Romy 2 8. Callejo, Mario 45 9. Camargo, Sim 44 10. Carual, Jesus 46 11. Castelo, Epifanio 1 12. Germesis, Levi 44 13. Juan, Roger 47 14. Luis, San Henry 43 15. Rafael, Florencio III 45 16. Pea, dela Rolando 1 17. Repomanta, Roberto 45 18. Silva, Roberto 3 19. Tabio, Patrocinio 3 20. Torre, Danilo 3 and the following ten (10) candidates for Board of Directors who obtained the highest number of votes were declared by the COMELEC as the duly elected directors of CMTODA for 1993: cdll 1. Juan, Roger 2. Carual, Jesus 3. Ayuson, Carlos 4. Callejo, Mario 5. Rafael, Florencio III 6. Repomanta, Roberto 7. Bandejas, Leonardo 8. Camargo, Sim 9. Germesis, Levi 10. San Luis, Henry However, the validity of this election was questioned by the petitioner in the above-entitled case on the grounds that there was no quorum, it is contrary to law and therefore, the same must be considered null and void. In answer, respondents claimed that the petition states no cause of action and petitioners are guilty of estoppel. At the preliminary conference, the issue to be resolved in this case was defined as "whether or not the election held on April 3, 1993 is valid?" The issue having been defined to be an election contest, the parties were just required to submit the affidavits of their respective Commission's "Resolution Providing For A Summary Procedure in Election Cases." After a thorough evaluation of the pleadings, affidavits and documentary evidence submitted by the parties, this Hearing Officer finds that petitioners have miserably failed to prove their petition that would warrant the declaration of the CMTODA election held on April 3, 1993 null and void. Petitioners' claim that there was no quorum during the aforementioned election because out of 131 members of the association only 49 members casted their votes is not within the ambit of the provisions of the Compromise Agreement of the parties in SEC Case No. 4411 and which was approved by this Commission. Hence, the operative rules governing the said election would be the stipulations in the Compromise Agreement, which it will be noted, does not contain any provision concerning meeting and quorum. The obvious intention of the parties therein was to settle their dispute and go on with the election so that they could elect their new set of directors in the most expeditious but fair manner possible. In this case, as aptly done by the COMELEC, the ten (10) candidates who garnered the highest number of votes during the election must be declared duly elected Directors of the Corporation. The respondents, after having ran as candidates and lost in the election, cannot now be permitted to question the results of the election on a flimsy ground of lack of quorum. The requirement of quorum is applied only in meetings and not in election most especially that this exercise was by agreement of the parties. WHEREFORE, for failure of the petitioners to convincingly prove their case and finding the witnesses affidavits and the documentary evidence submitted by the respondents in support of their aforestated claims to be impressed with merit, the above-entitled case should be, as it is hereby DISMISSED. cdll SO ORDERED. (SGD.) ELPIDIO S. SALGADO Hearing Officer