Professional Documents
Culture Documents
ETERNIT CORPORATION
June 8, 2006 | J. Callejo, Sr. | Agency
Digester: Bea, Alexis
SUMMARY: Eternit (EC) is a corporation in the Philippines and
Eteroutremer SA Corporation (ESAC) owns 90% of the stock in EC
and is registered in Belgium. Because of the Marcos regime, the
management of ESAC wanted to stop its operations and to dispose
of the land on which EC was situated. They engaged the services
of Marquez, a realtor, who offered the land to Litonjua who
accepted. The Litonjua brothers deposited USD1M in lieu of the
sale. The political condition in the Philippines improved and ESAC
decided not to proceed with the sale. Litonjuas filed a complaint
for specific performance and payment of damages because of the
aborted sale. Respondents (EC) maintain that Glanville, Delsaux,
and Marquez had no authority from the stockholders of EC and its
Board of Directors to offer the properties for sale. Petitioners
(Litonjuas) assert that there was no need for a written authority
for Marquez to validly act as a broker. As a broker, Marquez was
not an ordinary agent whose job was merely to bring together the
parties to the transaction, not to actually sell the properties, hence
Art. 1874 does not apply.
FACTS:
Eternit Corporation (EC), organized and registered under
Philippine law, deals with the manufacture of roofing materials
and pipe products. Its manufacturing operations were
conducted on eight parcels of land located in Mandaluyong
City, and was under the name of Far East Bank & Trust
Company, as trustee.
90% percent of the shares of stocks of EC were owned by
Eteroutremer S.A. Corporation (ESAC), a corporation
organized and registered under the laws of Belgium.
NOTES:
Telex - network is a switched network of teleprinters similar to a
telephone network, for the purposes of sending text-based
messages. The term refers to the network, not the teleprinters;
point-to-point teleprinter systems had been in use long before
telex exchanges were formed starting in the 1930s.