MAGSAYSAY-‐LABRADOR,
ET.,
AL.
VS.
COURT
OF
APPEALS
FACTS:
On
February
9,
1979,
Adelaida
Rodriguez-‐Magsaysay,
widow
and
special
administratix
of
the
estate
of
the
late
Senator
Genaro
Magsaysay,
brought
before
the
then
Court
of
First
Instance
of
Olongapo
an
action
against
Artemio
Panganiban,
Subic
Land
Corporation
(SUBIC),
Filipinas
Manufacturer's
Bank
(FILMANBANK)
and
the
Register
of
Deeds
of
Zambales.
She
prayed
that
the
Deed
of
Assignment
executed
by
the
late
senator
in
favor
of
SUBIC
and
the
Deed
of
Mortgage
executed
by
SUBIC
in
favor
of
FILMANBANK
be
annulled
and
that
the
Register
of
Deeds
be
ordered
to
cancel
TCT
No.
22431
and
to
issue
a
new
title
in
her
favor.
On
March
7,
1979,
herein
petitioners,
sisters
of
the
late
senator,
filed
a
motion
for
intervention
on
the
ground
that
their
brother
conveyed
to
them
one-‐half
(1/2)
of
his
shareholdings
in
SUBIC
and
as
assignees
of
around
41%
of
the
total
outstanding
shares
of
such
stocks
of
SUBIC,
they
have
a
substantial
and
legal
interest
in
the
subject
matter
of
litigation
and
that
they
have
a
legal
interest
in
the
success
of
the
suit
with
respect
to
SUBIC.
The
court
denied
the
motion
for
intervention,
and
ruled
that
petitioners
have
no
legal
interest
whatsoever
in
the
matter
in
litigation
and
their
being
alleged
assignees
or
transferees
of
certain
shares
in
SUBIC
cannot
legally
entitle
them
to
intervene
because
SUBIC
has
a
personality
separate
and
distinct
from
its
stockholders.
On
appeal,
respondent
Court
of
Appeals
found
no
factual
or
legal
justification
to
disturb
the
findings
of
the
lower
court.
The
appellate
court
further
stated
that
whatever
claims
the
petitioners
have
against
the
late
Senator
or
against
SUBIC
for
that
matter
can
be
ventilated
in
a
separate
proceeding,
such
that
with
the
denial
of
the
motion
for
intervention,
they
are
not
left
without
any
remedy
or
judicial
relief
under
existing
law.
ISSUE:
WON
the
Magsaysay
sisters
are
interested
parties
in
a
case
where
corporate
properties
are
in
dispute.
HELD:
No.
Viewed
in
the
light
of
Section
2,
Rule
12
of
the
Revised
Rules
of
Court,
the
Magsaysay
sisters
have
no
legal
interest
in
the
subject
matter
in
litigation
so
as
to
entitle
them
to
intervene
in
the
proceedings.
To
be
permitted
to
intervene
in
a
pending
action,
the
party
must
have
a
legal
interest
in
the
matter
in
litigation,
or
in
the
success
of
either
of
the
parties
or
an
interest
against
both,
or
he
must
be
so
situated
as
to
be
adversely
affected
by
a
distribution
or
other
disposition
of
the
property
in
the
custody
of
the
court
or
an
officer
thereof.
Here,
the
interest,
if
it
exists
at
all,
of
the
Magsaysay
sisters
is
indirect,
contingent,
remote,
conjectural,
consequential
and
collateral.
At
the
very
least,
their
interest
is
purely
inchoate,
or
in
sheer
expectancy
of
a
right
in
the
management
of
the
corporation
and
to
share
in
the
profits
thereof
and
in
the
properties
and
assets
thereof
on
dissolution,
after
payment
of
the
corporate
debts
and
obligations.
While
a
share
of
stock
represents
a
proportionate
or
aliquot
interest
in
the
property
of
the
corporation,
it
does
not
vest
the
owner
thereof
with
any
legal
right
or
title
to
any
of
the
property,
his
interest
in
the
corporate
property
being
equitable
or
beneficial
in
nature.
Shareholders
are
in
no
legal
sense
the
owners
of
corporate
property,
which
is
owned
by
the
corporation
as
a
distinct
legal
person.
Adjudication Order against Shri. Bhanwarlal H Ranka, Shri. Pradeep B Ranka, Ms. Kusum B Ranka, Ms. Sangeetha P Ranka, Ms. Anjana B Ranka, Shri. Arun B Ranka , Ms. Rachana A Ranka and Shri. Kantilal G Bafna in the matter of Residency Projects and Infratech Ltd.