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A corporation is not entitled to moral damages because it has no feelings, no emotions and no senses

(ABS-CBN vs. Court of Appeals, GR. 128690 [Jan. 1999]) Exception: When the corporation has a good
reputation that is debased, resulting in its humiliation in the business realm (Coastal Pacific Trading, Inc.
vs. Southern Rolling Mills Co., Inc. [July 2006)) General Rule: Corporation cannot held liable for acts or
liabilities of its stockholders or members, and vice versa. Ratio: Doctrine of Separate Juridical Personality
Exception: Doctrine of piercing the corporate veil The corporate existence is disregarded under this
doctrine when the corporation is formed or used for illegitimate purposes, particularly, as a shield to
perpetuate fraud, defeat public convenience, justify wrong, evade a just and valid obligation or defend a
crime. Rationale: To remove the barrier between the corporation from the persons comprising it to
thwart the fraudulent and illegal schemes of those who use the corporate personality as a shield for
undertaking certain proscribed activities. (Velarde vs. Lopez, Inc., G.R. No. 153886 [Jan. 2004]) Nature of
the Doctrine of Piercing the Veil of Corporate Fiction 1. The question of whether a corporation is a mere
alter ego is purely one of fact (Heirs of Ramon Durano, Sr. vs. Uy, G.R. No. 136456 [Oct. 2000]) . 2. The
doctrine has res judicata effect (Cesar Villanueva, Philippine Corporate Law, 2001) The doctrine could
not be employed by a corporation to complete its claims against another corporation and cannot
therefore be employed by the claimant who does not appear to be the victim of any wrong or fraud.
When the piercing doctrine is applied against a corporation in a particular case, such corporation still
possessed such separate personality in any other case, or with respect to other issues. (Tantoco vs.
Kaisahan ng mga Manggagawa sa La Campana and CIR, G.R. No. L-13119 [Sept. [1959]) 3. It is essentially
a judicial prerogative only to pierce the veil of corporate fiction being a power belonging to the courts. A
sheriff who has ministerial duty to enforce a final and executory decision cannot pierce the veil of
corporate fiction by enforcing the decision against the stockholders who are not parties to the action.
(Cruz vs. Dalisay, Adm. Matter No. R-181-P [July 1987]) 4. Must be shown to be necessary and with
factual basis. (a) Grounds for application of doctrine 1. Used as a cloak to cover fraud, illegality, or it
results in injustice 2. To defeat public convenience, justify wrong, defend crime 3. Where necessary to
achieve equity or to protect creditors and other valid grounds 4. Where two factories are made to
appear as one and used as a device to defeat the ends of law, or as a shield to confuse legitimate issues

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