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JAMES BAND,
as represented by James Band Jr.
Plaintiff,
MEMORANDUM
FOR PLAINTIFF
THE PARTIES
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2. Defendant, Wideland Realty Incorporated (WRI for brevity),
is a corporation organized under Philippine Laws, engaged in the
business of developing, selling, and leasing real properties, with
primary business address at No. 23 Mapukpukaw Street,
Dimasarakan City where he can be served with summons.
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III. FACTUAL BACKGROUND
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10) Plaintiff, a former natural born Filipino citizen, travelled to the
United States on March 10, 2006 and became a U.S citizen on
March 25, 2013.
11) On January 3, 2015, plaintiff returned to the Philippines.
12) Plaintiff, in several occasions, has been inquiring of the status
of the board resolution and demanding for its enforcement but
to no recourse.
13) On January 7, 2015, plaintiff sent a demand letter to WRI to
comply with the Board Resolution No. 02-0202 by having the
properties stated therein be transferred and registered under
his name until February 6, 2015.
14) No communication was made by WRI despite the
demand, thus plaintiff executed a Special Power of Attorney
authorizing James Band Jr. to file a case for and in his behalf.
15) Plaintiff suffered moral anxiety for which he is entitled for
Php50,000.00.
16) By reason of the foregoing circumstances, the plaintiff was
compelled to file this complaint engaging the services of
counsel in the amount of Php50, 000.00.
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V. ARGUMENTS
VI. DISCUSSION
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who shall hold office for one (1) year until their successors are
elected and qualified. (28a)
xxxx
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stock corporation, by the vote of at least two-thirds (2/3) of the
members, in a stockholders or members meeting duly called for the
purpose.
The GIS shows that the corporate assets the time the board
resolution was issued is not only more than the amount to which
plaintiff is entitled, but it is more than enough for the corporation to
continue its ordinary course of business without any financial difficulty.
Since what was disposed is only a part of the corporate assets the
only vote needed is a majority vote of the board of directors.
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a. Plaintiff is entitled to 3 hectares of agricultural land. The
other 2 hectares shall be converted to its equivalent
monetary value and shall be delivered to the plaintiff.
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may avail of the privilege herein granted: provided, that if
both shall avail of the same, the total area acquired shall
not exceed the maximum herein fixed.”
Plaintiff in this case is a natural born Filipino citizen but lost his
Filipino citizenship on March 25, 2013 and became an American
citizen. Since this case is filed only on February 11, 2015 when
plaintiff is already a American citizen he is covered by the limitation
imposed by the law.
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As stated under the board resolution, units 4 and 5 of Margaay
Condominium shall be delivered and registered under the plaintiff’s
name when the occupants thereof shall leave. However such
occupants never vacated the premises and continued to pay WRI
Php 50,000 each as monthly rentals.
Although defendant has not yet ousted the occupants of the units
4 and 5, defendant shall still cause the registration and transfer of
units 4 and 5 in favor of plaintiff. For the ousting of the occupants is
immaterial, this only involves a transfer of interest in favor of plaintiff,
and there is no need for the ousting if the occupants for a valid
transfer to occur.
In the event that the occupants will not still leave the premises of
units 4 and 5, the proper party to file a case for their ousting is
already plaintiff because there is already a transfer of interest in his
favor when the contract of lease has expired on March 19, 2005.
With respect to the rentals that has accrued, plaintiff is entitled to
the rentals which the occupants paid when the latter’s contract of
lease with defendant WRI has already expired. Since the contract of
lease of the occupants expired on March 19, 2005, the rentals paid
by the occupants from March 20, 2005 until the present shall be
delivered to plaintiff.
xxx...
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Under Section 36 of the Corporation Code the corporation through
its board of directors may convey or otherwise deal with the real or
personal properties of the corporation. The voting requirement
considering that it does not involve all or substantially all of the
corporate assets need not be concurred by the two-thirds (2/3) vote
of the stockholders.
Under the civil code a person may recover moral damages under
the circumstances mentioned in Article 2217 of the Civil Code.
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hence incurring expenses just to defend and protect his rights and
interest.
CONCLUSION
PRAYER
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Other just and equitable relief under the foregoing are likewise
being prayed for.
Respectfully submitted.
By:
Copy Furnished:
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