Ramirez vs. Mar Fishing Co., Inc.

Subsequent submission of a verification and certification against forum shopping does not constitute substantial compliance excusing initial non-compliance, absent compelling reasons or the merit of the case justifying the relaxation of procedural rules.

Mar Fishing Co., Inc. sold its principal assets to Miramar Fishing Co., Inc. through public bidding on 28 June 2001, with proceeds applied to its outstanding obligation to the Trade and Investment Corporation of the Philippines. Mar Fishing informed its workers of the cessation of operations by the end of October 2001 and notified the Department of Labor and Employment (DOLE) on 29 October 2001. Although Miramar entered into a Memorandum of Agreement with Mar Fishing's labor union to absorb satisfactory regular employees without loss of seniority, petitioners were neither hired nor given separation pay.

• Asset Sale and Closure: Mar Fishing sold its assets to Miramar via public bidding on June 28, 2001, with proceeds paid to TIDCORP. A memorandum was issued on October 23, 2001, informing workers of the cessation of operations by month's end. The DOLE was notified on October 29, 2001, merely two days prior to the closure.
• Absorption Agreement and Termination: Miramar and Mar Fishing's labor union entered into a Memorandum of Agreement stipulating that Miramar would absorb satisfactory regular rank-and-file employees without loss of seniority rights. Petitioners were neither absorbed nor given separation pay.
• Procedural Infirmity: Of the 228 petitioners who filed the Rule 65 Petition before the CA, only three signed the Verification and Certification against forum shopping. A subsequent Manifestation with Omnibus Motion submitted the requirement with 161 signatories.

• Substantial Compliance: Petitioners argued that the subsequent submission of the Verification and Certification against forum shopping in the Manifestation with Omnibus Motion constituted substantial compliance with procedural rules, heavily relying on Jaro v. Court of Appeals.
• Liberality in Labor Cases: Petitioners maintained that technical rules do not strictly apply to labor cases, invoking the rule that litigation is not a game of technicalities.
• Alter Ego Doctrine: Petitioners asserted that Mar Fishing and Miramar are one and the same entity, warranting the piercing of the corporate veil, based on the Memorandum of Agreement, the commonality of their directors, and the similarity of their tuna canning operations.
• Solidary Liability and Backwages: Petitioners argued that both Mar Fishing and Miramar should be held solidarily liable for monetary claims, and that back wages should be awarded until actual reinstatement, not merely until the Labor Arbiter's decision.

• Strict Application of Procedural Rules: Respondents countered that the rules of procedure should not be ignored at random to the prejudice of the orderly presentation and resolution of issues, and that subsequent compliance does not excuse initial failure.
• Separate Corporate Existence: Respondents argued that Miramar and Mar Fishing possess separate juridical personalities marked by differences in stock ownership, and that labor contracts cannot be enforced against a transferee in the absence of an assumption of obligations.

• Certification against Forum Shopping: Whether the Court of Appeals gravely erred in dismissing the petition for certiorari on the ground of lack of a proper verification and certification against forum shopping.
• Piercing the Corporate Veil: Whether Mar Fishing and Miramar are one and the same entity, warranting the piercing of the corporate veil and the imposition of solidary liability for petitioners' monetary claims.

• Certification against Forum Shopping: The appellate court's dismissal was affirmed. Subsequent compliance with the certification requirement does not excuse initial non-compliance, the lack of certification being incurable by mere amendment and warranting dismissal without prejudice. The reliance on Jaro v. Court of Appeals was misplaced, as that case involved the failure to attach annexes, not the omission of a signed certification against forum shopping. While the merit of a case may constitute a compelling reason to relax procedural rules, no such merit exists here.
• Piercing the Corporate Veil: Piercing the veil was correctly denied. The question of whether one corporation is an alter ego of another is factual, generally beyond the Supreme Court's jurisdiction in a Rule 45 petition. Regardless, the labor courts found marked differences in stock ownership, and commonality of directors and similarity of business, without proof that the separate personalities were used to justify a wrong, protect a fraud, or perpetrate a deception, are insufficient to disregard corporate fiction.

• Substantial Compliance with Certification against Forum Shopping — The subsequent submission of a certification against forum shopping does not amount to substantial compliance. Initial non-compliance is not excused, and the defect is not curable by mere amendment, warranting dismissal without prejudice.
• Piercing the Veil of Corporate Fiction — The corporate veil is pierced only upon clear establishment that the separate and distinct personalities of the corporations are set up to justify a wrong, protect a fraud, or perpetrate a deception. The mere showing of common directors or related businesses, without more, does not authorize disregarding separate juridical personalities.
• Authorized Closure of Business — A valid dismissal based on closure of business requires: (1) bona fide cessation of operations; (2) payment of termination pay (1/2 month pay for each year of service or 1 month pay, whichever is higher); and (3) written notice to employees and the DOLE at least one month prior to intended termination.

• "The lack of certification against forum shopping is not curable by mere amendment of a complaint, but shall be a cause for the dismissal of the case without prejudice."
• "Since piercing the veil of corporate fiction is frowned upon, those who seek to pierce the veil must clearly establish that the separate and distinct personalities of the corporations are set up to justify a wrong, protect a fraud, or perpetrate a deception."

• Jaro v. Court of Appeals, 427 Phil. 532 (2002) — Distinguished. Substantial compliance applies to the subsequent submission of missing documentary attachments, not to the omission of a signed certification against forum shopping.
• Mariveles Shipyard Corporation v. Court of Appeals, 461 Phil. 249 (2003) — Followed. Noncompliance with certification against forum shopping warrants dismissal of the special civil action.
• Sesbreño v. Court of Appeals, G.R. No. 89252, 24 May 1993, 222 SCRA 466 — Followed. Common directors without more do not authorize disregarding separate juridical personalities.
• Indophil Textile Mill Workers Union v. Calica, G.R. No. 96490, 3 February 1992, 205 SCRA 697 — Followed. Related businesses and common facilities/directors are insufficient to pierce the corporate veil absent proof of fraud or evasion of CBA obligations.
• Mobil Employees Association v. NLRC, 262 Phil. 803 (1990) — Followed. Established the three requisites for a valid closure of business.

• Rule 45, Rules of Court — Governs the Petition for Review on Certiorari filed before the Supreme Court.
• Rule 65, Section 1, Rules of Court — Requires a petition for certiorari to be verified and accompanied by a sworn certification of non-forum shopping.
• Rule 46, Section 3, Rules of Court — Stipulates that failure to comply with the requirements of verification and certification against forum shopping is sufficient ground for the dismissal of the petition.

Antonio T. Carpio, Arturo D. Brion, Jose Portugal Perez, Bienvenido L. Reyes