MOBILIA PRODUCTS, INC., petitioner, vs. HAJIME UMEZAWA, respondent.

[G.R. No. 149403. March 04, 2005]

PEOPLE OF THE PHILIPPINES, petitioner, vs. HON. JUDGE RUMOLDO R. FERNANDEZ and
HAJIME UMEZAWA, respondents.

DECISION

CALLEJO, SR., J.:

Before the Court are two consolidated petitions: a petition for review on certiorari filed by the People
of the Philippines, docketed as G.R. No. 149403 of the Resolution[1] of the Court of Appeals (CA) in
CA-G.R. SP No. 52440 which reversed its decision and granted the petition for certiorari, prohibition
and mandamus filed by respondent Hajime Umezawa; and the petition for review
oncertiorari docketed as G.R. No. 149357 filed by petitioner Mobilia Products, Inc. (MPI), the
intervenor in the CA, assailing the same Resolution of the appellate court.

The Antecedents

The antecedents were amply summarized by the Office of the Solicitor General (OSG) in the petition
at bar, to wit:

Mobilia Products, Inc. is a corporation engaged in the manufacture and export of quality furniture
which caters only to the purchase orders booked and placed through Mobilia Products Japan, the
mother company which does all the marketing and booking. After orders from customers are
booked at the mother company in Japan, the same are coursed through Mobilia Philippines for
implementation and production, after which, the ordered items are shipped to Japan through the
mother company.

Mobilia Products Japan sent Hajime Umezawa to the Philippines in order to head Mobilia Products,
Inc. as President and General Manager. To qualify him as such and as a Board Director, he was
entrusted with one nominal share of stock.

Sometime in the last week of January 1995, Umezawa, then the President and General Manager of
Mobilia Products, Inc., organized another company with his wife Kimiko, and his sister, Mitsuyo
Yaguchi, to be known as Astem Philippines Corporation, without the knowledge of the Chairman and
Chief Executive Officer Susumo Kodaira and the other members of the Board of Directors of Mobilia.

The said company would be engaged in the same business as Mobilia. Spouses Umezawa recruited
Justin Legaspi, former Production Manager of Mobilia, to act as Manager and one Yoshikazu
Hayano of Phoenix Marble Corporation to serve as investors [sic].

Pending formal organization, Spouses Umezawa, Justin Legaspi and Yoshikazu Hayano wanted to
accelerate the market potentials of Astem by participating in the International Furniture Fair 1995
held at the Word Trade Centre of Singapore on March 6 to 10, 1995.

One of the requirements of such Fair was that the furniture exhibits must arrive and be received at
Singapore not later than February 23, 1995. Pressed for time, with less than one month to prepare
and while Astem had yet no equipment and machinery, no staff and no ready personnel, Umezawa,
with grave abuse of the confidence reposed on him as President and General Manager of Mobilia
Products, Inc., and in conspiracy with his wife, his sister Mitsuyo Yaguchi, Yoshikazu Hayano and
Justin Legaspi, all with intent to gain for themselves and for their company Astem Philippines
Corporation, stole prototype furniture from petitioner Mobilia so that the said pieces of furniture
would be presented and exhibited as belonging to Astem in the International Furniture Fair 95 in
Singapore.

In order to avoid detection, Umezawa contacted Henry Chua, the owner of Dew Foam, one of the
suppliers of Mobilia, for that the latter to load several pieces of prototype furniture into a Dew Foam
truck and store them at the Dew Foam warehouse. The first batch of furniture was stolen on
February 8, 1995, when Mr. Henry Chua, upon the request of respondent Umezawa, caused to be
loaded into his Dew Foam truck two prototype sofa models worth P500,000.00, after which, the
same were spirited from the Mobilia compound, then transported and stored in Henry Chuas
warehouse.

Again, on February 18, 1995, Umezawa, with grave abuse of confidence and taking advantage of his
position as President and General Manager, unlawfully stole expensive furniture from Mobilias
factory worthP2,964,875.00. In order to avoid detection, the said furniture were loaded in the truck
belonging to Dew Foam, with respondent Umezawa personally supervising the loading, the carting
and spiriting away of the said furniture. Thus, taking advantage of his position as General Manager,
he managed to have the said furniture taken out of the company premises and passed the company
guard without any problem and difficulty.

Further, on February 19, 1995, around 1 oclock in the afternoon, respondent Umezawa again
loaded into his motor vehicle, and took away from company premises under the same irregular and
unlawful circumstances, an expensive three-seater sofa worth P255,000.00.

The taking out of the said furniture was effected in violation of the standard procedures established
by petitioner corporation which requires that every shipment or taking out of the furniture be checked
and reviewed by Mobilias Production, Planning, Inventory Costing and Control (PPICC) Division. All
the foregoing furniture were transported to and stored at Henry Chuas warehouse. After sometime,
the foregoing furniture were photographed for slide photos at Photo Folio at the Reclamation Area,
Cebu City and then finally catalogued for use in the Singapore Fair for the use of Astem and its
supposed owners, namely: spouses Umezawa, Hayano and Legaspi. The foregoing furniture
models were finally shipped for exhibition at the International Furniture Fair 95 in Singapore as
furniture belonging to Astem Philippines Corporation.

Sometime in March 1995, based on orders booked for Astem, Umezawa, with unfaithfulness and
abuse of confidence reposed on him as the President and General Manager of petitioner Mobilia,
ordered and caused the manufacture of eighty-nine (89) pieces of furniture with a total value
of P17,108,500.00. The said pieces of furniture were made with Mobilia supplies, materials and
machineries, as well as with Mobilia time and personnel, all of which were under the administration
and control of Umezawa as President and General Manager. The said materials and supplies, the
time and labor, were supposed to be used for the manufacture and production of quality furniture for
the EXCLUSIVE USE of Mobilia. However, Umezawa, in violation of his duty to apply the same for
the use of Mobilia and the duty to account for the same, converted their use for the benefit of Astem
or for the use and benefit of Umezawa, his wife and sister, Yoshikazu Hayano and Legaspi, much to
the damage and prejudice of Mobilia Products.
The same furniture could also have been taken out of the company premises by Umezawa and
cohorts for shipment and delivery to Astem customers had it not been for the timely discovery of the
previous theft. [2]

The Board of Directors of MPI, consisting of its Chairman Susumo Kodaira and members Yasushi
Kato and Rolando Nonato, approved a Resolution on May 2, 1995 authorizing the filing of a
complaint against Umezawa for two counts of qualified theft allegedly committed on February 18 and
19, 1995. Attached to the complaint was the Joint Affidavit of Danilo Lallaban, George del Rio and
Yasushi Kato. The case was docketed as I.S. No. 95-275.

On May 15, 1995, the public prosecutor filed an Information for qualified theft against Umezawa with
the Regional Trial Court (RTC) of Lapu-Lapu City. The accusatory portion of the Information,
docketed as Criminal Case No. 013231-L, reads:

That during or about the period comprised between the 18th and 19th day of February 1995, in the
City of Lapu-Lapu, Philippines, within the jurisdiction of this Honorable Court, the accused, while
being then the President and General Manager of Mobilia Products, Inc., a corporation engaged in
the manufacture and export of furniture, holding office and doing business in the Mactan Export
Processing Zone, Lapu-Lapu City, with grave abuse of the confidence reposed upon him by his
employer, with intent to gain, did then and there willfully, unlawfully and feloniously take, steal and
carry away from the corporations factory in Mactan Export Processing Zone, Lapu-Lapu City,
expensive pieces of furniture, to wit:

1) 1 set, Model No. 3, 2-seater

German leather sofa, worth - - - - - - - - - - - - - - - - - - P 208,125.00

2) 1 set, Model No. 8, 2-seater

German leather sofa, worth - - - - - - - - - - - - - - - - - - P 315,000.00

3) 1 set, Model No. 5, 2-seater

German leather sofa, worth - - - - - - - - - - - - - - - - - - P 108,000.00

4) 1 set, Model No. 4, 2-seater

German leather sofa, worth - - - - - - - - - - - - - - - - - - P 277,500.00

5) 1 set, Model No. 6, 1-seater

German leather sofa, worth - - - - - - - - - - - - - - - - - - P 146,250.00

6) 1 set, Model No. 2, 2-seater

German leather sofa, worth - - - - - - - - - - - - - - - - - - P 225,000.00

7) 1 set, Model No. 1, 2-seater

German leather sofa, worth - - - - - - - - - - - - - - - - - - P 275,000.00

8) 1 piece, Model Table No. 2,

Italian marble table, worth - - - - - - - - - - - - - - - - - - - - P 93,750.00

9) 1 piece, Model Table No. 4,

Italian marble table, worth - - - - - - - - - - - - - - - - - - - - P 105,000.00

10) 2 pieces, Model Pedestal

No. 6, Italian marble pedestal, worth - - - - - - - - - - - - - P 150,000.00

11) 1 piece, Model Column

Standard No. 11, Italian marble worth - - - - - - - - - - - - P 93,750.00

12) 1 piece, Model Table No. 1,

Italian marble table, worth - - - - - - - - - - - - - - - - - - - - P 105,000.00

13) 1 piece, Model High Table

No. 10, Italian marble, worth - - - - - - - - - - - - - - - - - - - P 187,500.00

14) 1 piece, Model Table No. 8,

Italian marble table, worth - - - - - - - - - - - - - - - - - - - - P 187,500.00

15) 1 piece, Model Table No. 7

Italian marble table, worth - - - - - - - - - - - - - - - - - - - - P 187,500.00

16) 1 piece, Model Table No. 5

Italian marble table, worth - - - - - - - - - - - - - - - - - - - - P 112,500.00

17) 1 piece, Model Table No. 9,

Italian marble table, worth - - - - - - - - - - - - - - - - - - - - P 187,500.00

18) 3-seater sofa, worth- - - - - - - - - - - - - - - - - - P 255,000.00

with an aggregate value of P3,219,875.00, Philippine currency, without the consent of his employer,
to the damage and prejudice of Mobilia Products, Inc., in the said amount of P3,219,875.00.

Contrary to law.[3]

On motion of the prosecution, the trial court issued a writ of preliminary attachment covering the
properties of Umezawa.

Umezawa then filed an Omnibus Motion to quash the information filed against him, the discharge of
the writ of attachment issued by the trial court, and to set the case for preliminary investigation. MPI,
the private complainant therein, opposed the motion.
In the meantime on July 21, 1995, MPI filed another criminal complaint for qualified theft against
Umezawa, his wife Kimiko Umezawa, Mitsuyo Yaguchi, Justin Legaspi, Yoshikazu Hayano and
Henry Chua allegedly committed in March 1995, with the Office of the City Prosecutor. The case
was docketed as I.S. No. 95-442.

On July 25, 1995, the trial court issued an Order in Criminal Case No. 013231-L denying the
omnibus motion. On joint motion of Umezawa and the public prosecutor, the trial court ordered a
reinvestigation of the case. Conformably, the public prosecutor conducted a reinvestigation of
Criminal Case No. 013231-L jointly with I.S. No. 95-442.

On September 25, 1995, Umezawa filed a petition with the Securities and Exchange Commission
(SEC), docketed as SEC Case No. 002919, for the nullification of the Resolution issued by the three
alleged members of MPI Board of Directors, authorizing the filing of criminal complaints against him
in behalf of the corporation.

On January 3, 1996, the public prosecutor issued a Joint Resolution finding probable cause for
qualified theft and one count of estafa against Umezawa, and dismissing the case against the other
accused. The Prosecutor maintained his finding of probable cause against Umezawa in Criminal
Case No. 013231-L.

On February 20, 1996, the public prosecutor filed an Information for qualified theft with the RTC of
Lapu-Lapu City against Umezawa, docketed as Criminal Case No. 013423-L. The accusatory
portion reads:

That on the 8th day of February 1995, in the City of Lapu-Lapu, Philippines, within the jurisdiction of
this Honorable Court, the above-named accused, while being the President and General Manager of
Mobilia Products, Inc., a corporation engaged in the manufacture and export of quality furniture,
whose principal place of business is at the Mactan Export Processing Zone, Lapu-Lapu City, with
intent to gain, without the consent of his employer, and with grave abuse of confidence, did then and
there willfully, unlawfully and feloniously take, steal and carry away from the corporations factory the
following expensive pieces of furniture, to wit:

1) 1 set, Model No. 2, 2-seater German

leather sofa, all valued at . . . . . . . . . . . . . . P 225,000.00

2) 1 set, Model No. 1, 2-seater German

leather sofa, all valued at . . . . . . . . . . . . . . . . P 275,000.00

with an aggregate value of P500,000.00 Philippine Currency, to the damage and prejudice of
Mobilia Products, Inc.

CONTRARY TO LAW.[4]

Another Information for estafa was thereafter filed against the same accused, docketed as Criminal
Case No. 013424-L. The accusatory portion reads:

That sometime in March 1995, in the City of Lapu-Lapu, Philippines, within the jurisdiction of this
Honorable Court, the above-named accused, by means of unfaithfulness and abuse of confidence
reposed upon him as the President and General Manager of Mobilia Products, Inc., did then and
there willfully, unlawfully and feloniously misappropriate and convert to his own personal use and
benefit the amount of Seventeen Million One Hundred Eight Thousand Five Hundred
(P17,108,500.00) Pesos, Philippine Currency, which was the total value of the furnitures ordered
and manufactured by the accused or at his instance using Mobilia supplies, materials and
machineries, as well as time and personnel which were supposed to be for the exclusive use of
Mobilia Products, Inc. but were converted for the use and benefit of the accused and Astem
Philippines Corporation, a company or firm engaged in the same business as that of Mobilia
Products, Inc., which is, [in] the manufacture and production of quality furniture for export, owned by
the accused, to the damage and prejudice of Mobilia Products, Inc.

CONTRARY TO LAW.[5]

On April 25, 1996, Umezawa filed a motion for the suspension of the proceedings on the ground of
the pendency of his petition with the SEC in Case No. 002919. The trial court, however, issued an
Order on May 21, 1996, denying the said motion. It held that the filing and the pendency of a petition
before the SEC did not warrant a suspension of the criminal cases.

On September 25, 1998, Umezawa was arraigned and pleaded not guilty.

On September 30, 1998, Umezawa filed anew a Joint Motion to Quash the Informations in Criminal
Cases Nos. 013231-L and 013423-L, on the ground that the facts alleged therein did not constitute
the felony of qualified theft. Umezawa claimed that based on the Joint Affidavit of the witnesses for
the prosecution submitted during the preliminary investigation, Yasushi Kato and George del Rio,
MPI Vice-President and the head of the Upholstery Department, respectively, the appropriate charge
should be estafa and not qualified theft. Umezawa further claimed that for their failure to object to
and resist his alleged delictual acts, the said witnesses were as guilty as he was and should have
been included in the Information. He also asserted that there was, likewise, no allegation in the
Informations as to who was the owner of the articles stolen; hence, there was no offended party. He
noted that the Informations merely alleged that MPI was his employer. He further posited that there
was no valid charge against him because the resolution authorizing the filing of the cases against
him was approved by a mere minority of the members of the MPI Board of Directors.[6]

Umezawa, likewise, filed a Motion to Quash[7] the Information in Criminal Case No. 013424-L on the
ground that the facts alleged in the Information did not constitute the felony of estafa. He posited
that the Information did not contain any allegation that any demand was made for him to return the
goods. Furthermore, the owner of the said articles was not specified. He noted that as gleaned from
the Joint Affidavit of the witnesses for the prosecution, there was no lawful private complainant. He
reiterated that the MPI board resolution authorizing the filing of the charge against him was not
approved by the majority of the members of its board of directors. Umezawa also alleged that the
charge for estafa with abuse of confidence was already included in the charge for qualified theft,
where it was alleged that he committed theft with abuse of confidence; hence, the charge for estafa
should be quashed, otherwise, he would be placed in double jeopardy. The motion was duly
opposed by the prosecution.

On January 29, 1999, the trial court issued a Joint Order[8] dismissing the cases for lack of
jurisdiction. It held that the dispute between the private complainant and the accused over the
ownership of the properties subject of the charges is intra-corporate in nature, and was within the
exclusive jurisdiction of the SEC. It ruled that Umezawa, as a member of the board of directors and
president of MPI, was also a stockholder thereof. While Umezawa claimed to be the bona fide owner
of the properties subject of the Informations which he appropriated for himself, the private
complainant disputes the same; hence, according to the trial court, the conflicting claims of the
parties should be resolved by the SEC. The private and public prosecutors received their respective
copies of the Joint Order on February 2, 1999.

The MPI, through the private prosecutor, filed a motion for reconsideration of the joint order of the
court and for the reinstatement of the cases on February 15, 1999. The MPI relied on the following
grounds:

a. The Honorable Court has jurisdiction and must exercise it over these cases;

b. The above-entitled case is not an intra-corporate controversy;

and

c. The accused could not claim ownership nor co-ownership of the properties of private
complainant corporation.[9]

The MPI maintained that the trial court had jurisdiction over the cases and cited Section 5 of
Presidential Decree (P.D.) No. 902-A, which provides the rules on cases over which the SEC has
original and exclusive jurisdiction. A copy of the motion was served on the public prosecutor for his
approval. However, the public prosecutor did not affix his conformity to the motion, and instead
opted to appear before the trial court during the hearing of the same. During the hearing, both the
public and private prosecutors appeared. In support of his motion, the private prosecutor argued that
the trial of the case must be done in the presence of and under the control and supervision of the
public prosecutor.[10]

The trial court denied the motion in an Order dated April 19, 1999. It held that the SEC, not the trial
court, had jurisdiction over intra-corporate controversies. It also ruled that the motion of the private
complainant was pro forma, it appearing that the public prosecutor had not approved the same.

The public prosecutor received a copy of the Order on April 20, 1999. On April 26, 1999, the People
of the Philippines, through the OSG, filed a petition for certiorari and mandamus with the CA against
Presiding Judge Rumuldo R. Fernandez and Umezawa, docketed as CA-G.R. SP No. 52440. The
CA allowed the MPI to intervene as petitioner, and admitted its petition- in-intervention.

The People of the Philippines, as the petitioner therein, raised the following issues:

WHETHER OR NOT IT IS THE LEGAL AND MINISTERIAL DUTY OF THE REGIONAL TRIAL
COURT TO TAKE COGNIZANCE AND JURISDICTION OF THESE SUBJECT CRIMINAL CASES;

II

WHETHER OR NOT THE SECURITIES AND EXCHANGE COMMISSION HAS JURISDICTION

OVER THE CRIMINAL CASES AGAINST RESPONDENT HAJIME UMEZAWA;
III

WHETHER OR NOT RESPONDENT JUDGE COMMITTED GRAVE ABUSE OF DISCRETION

AMOUNTING TO LACK OR EXCESS OF JURISDICTION IN DISMISSING THE CRIMINAL CASES
AND DENYING PETITIONERS MOTION FOR RECONSIDERATION.[11]

The People asserted that the controversy involving the criminal cases was not between Umezawa
and the other stockholders of MPI, but one between him as the accused therein and the People of
the Philippines. It averred that under Section 20(b) of Batas Pambansa (B.P.) Blg. 129, the RTC has
exclusive jurisdiction over the cases against Umezawa. It also alleged that in dismissing the criminal
cases against Umezawa on the ground that it had no jurisdiction over the crimes charged, the RTC
committed grave abuse of its discretion amounting to excess or lack of jurisdiction.

On September 2, 1999, the CA rendered judgment granting the petition and nullifying the assailed
Orders of the RTC. It ruled that the issue of ownership of the properties subject of the Informations
was not an intra-corporate dispute. It held that Umezawa, although president and general manager
of the MPI and a stockholder thereof, was not a joint owner or co-owner of the personal properties
subject of the charges. It also held that the dispute between a private corporation and any of its
stockholders relative to the ownership of properties does not ipso facto negate the jurisdiction of the
RTC over the criminal cases under B.P. Blg. 129, as amended. It also declared that the material
averments of the Informations sufficiently charged qualified theft and estafa.

Umezawa filed a motion for the reconsideration of the decision of the CA. In a complete volte face,
the appellate court issued a Resolution on August 8, 2001, granting the motion and reversing its
decision. It affirmed the ruling of the RTC that the dispute between Umezawa and the other
stockholders and officers over the implementation of the MPIs standard procedure is intra-corporate
in nature; hence, within the exclusive jurisdiction of the SEC. Citing Section 5(a)(b) of P.D. No. 902-
A, and the ruling of this Court in Alleje v. Court of Appeals,[12] the appellate court ruled that based on
the material allegations of the Solicitor General in the petition before the CA, the SEC had exclusive
jurisdiction over the conflicting claims of the parties. It likewise affirmed the ruling of the RTC that
the absence of any allegation in the Information that the MPI was the owner of the properties subject
of the Information is fatal.

The petitioner MPI filed the instant petition for review on certiorari, raising the following issues:

WHETHER OR NOT THE SECURITIES AND EXCHANGE COMMISSION HAS JURISDICTION

OVER THE CRIMINAL CASES AGAINST UMEZAWA.

II

WHETHER OR NOT ALL THE NECESSARY ELEMENTS OF THE CRIMES OF QUALIFIED THEFT
AND ESTAFA ARE SUFFICIENTLY ALLEGED IN THE INFORMATIONS.

III
EVEN ASSUMING ARGUENDO THAT THE FACTS ALLEGED DO NOT CONSTITUTE AN
OFFENSE THE CORRECT RULING IS NOT TO DISMISS THE CASE BUT TO ORDER
AMENDMENT.

IV

WHETHER OR NOT THE STATE HS LOST ITS RIGHT TO APPEAL.

WHETHER OR NOT THE MOTION FOR RECONSIDERATION OF UMEZAWA IS PRO FORMA.[13]

The People of the Philippines filed a separate petition for review on certiorari, contending that:

1. THE COURT OF APPEALS COMMITTED SERIOUS ERRORS OF LAW AND GRAVE

ABUSE OF DISCRETION IN FINDING THAT THE PETITION FOR MANDAMUS, CERTIORARI
AND INJUNCTION WAS FILED OUT OF TIME AND THAT PETITIONER HAS LOST ITS RIGHT TO
APPEAL;

2. THE COURT OF APEALS COMMITTED SERIOUS ERRORS OF LAW IN RULING THAT

NOT ALL THE ELEMENTS OF QUALIFIED THEFT AND ESTAFA ARE PRESENT;

3. THE COURT OF APPEALS COMMITTED BLATANT AND SERIOUS ERRORS OF LAW IN

FINDING THAT THE SECURITIES AND EXCHANGE COMMISSION (SEC) HAS JURISDICTION
OVER THE SUBJECT CRIMINAL CASES;

4. THE COURT OF APPEALS COMMITTED SERIOUS ERRORS OF LAW AND GRAVE

ABUSE OF DISCRETION IN GIVING DUE COURSE TO THE PRO-FORMA MOTION FOR
RECONSIDERATION OF UMEZAWA.[14]

The two petitions were consolidated in the Second Division of the Court.

The threshold issues for resolution are the following: (a) whether or not the petition for certiorari of
the People of the Philippines in the CA assailing the January 29, 1999 Joint Order of the trial court
was time-barred; (b) whether the RTC has jurisdiction over the crimes charged in the said
Informations; (c) whether the Informations sufficiently charge the felonies of qualified theft and
estafa; and (d) if in the affirmative, whether all the elements of qualified theft and estafa are alleged
in the Informations.

On the first issue, the CA held that the Public Prosecutor failed to file a motion for the
reconsideration of the trial courts January 29, 1999 Joint Order dismissing the cases, that is, within
fifteen days from receipt of a copy of the said order on February 2, 1999; neither did the People
appeal the said Order within the period therefor. Thus, according to the CA, the People filed its
petition forcertiorari, prohibition and mandamus assailing the January 29, 1999 Joint Order of the
trial court only on April 26, 1999, well beyond the 60-day period therefor. The appellate court,
likewise, held that the filing of the motion for reconsideration of the said Joint Order by the private
prosecutor without the conformity of the Public Prosecutor did not toll the period for the People to file
its motion for reconsideration thereof, or to appeal therefrom, or to file a petition for certiorari,
prohibition or mandamus. It ruled that, having lost its right to appeal in due course, the People was
proscribed from filing a petition for certiorari, prohibition or mandamus. The CA declared that the
motion for reconsideration filed by petitioner MPI of the Joint Order of the RTC is pro forma, the
public prosecutor not having signified his written conformity thereto.

On the other hand, the petitioner People of the Philippines insists that while the public prosecutor did
not expressly conform to the motion for reconsideration of the January 29, 1999 Joint Order of the
trial court filed by the private prosecutor, through the public prosecutors presence during the hearing
of the said motion, his supervision and control over the private prosecutor during the said hearing,
he in effect adopted and conformed to the said motion for reconsideration.

In his comment on the petitions, respondent Umezawa maintains that the motion for reconsideration
of the joint order of the trial court filed by the private prosecutor did not interrupt the period within
which the People could appeal, citing the ruling of this Court in Cabral v. Puno.[15] The respondent
posits that the finding of the trial court, which was affirmed by the CA, that the public prosecutor did
not conform to the motion for reconsideration of the private prosecutor, is binding on this Court. The
respondent also avers that the petitioner has no personality to file the petition. Moreover, he insists
that whether the public prosecutor conformed to the private prosecutors motion for reconsideration
is a question of fact which is not proper in a petition for review on certiorari.

The Courts Ruling

The contention of the petitioner People of the Philippines is not correct. All criminal actions
commenced by complaint or information shall be prosecuted under the direction and control of the
public prosecutor.[16] When the civil action for civil liability is instituted in the criminal action pursuant
to Rule 111 of the Rules on Criminal Procedure, the offended party may intervene, by counsel, in the
prosecution of the offense.[17] In Ramiscal, Jr. v. Sandiganbayan,[18] we held that under Section 16,
Rule 110 of the Rules of Criminal Procedure, the offended party may intervene in the criminal action
personally or by counsel, who will then act as private prosecutor for the protection of his interests
and in the interest of the speedy and inexpensive administration of justice. A separate action for the
purpose would only prove to be costly, burdensome and time-consuming for both parties and further
delay the final disposition of the case. The multiplicity of suits must be avoided. With the implied
institution of the civil action in the criminal action, the two actions are merged into one composite
proceeding, with the criminal action predominating the civil. The prime purpose of the criminal action
is to punish the offender in order to deter him and others from committing the same or similar
offense, to isolate him from society, reform and rehabilitate him or, in general, to maintain social
order.[19]

The intervention of the private offended party, through counsel, and his prosecution of the case
shall be under the control and supervision of the public prosecutor until the final termination of the
case. A public prosecutor who has been entrusted by law with the prosecution of criminal cases is
duty-bound to take charge thereof until its final termination, for under the law, he assumes full
responsibility for his failure or success since he is the one more adequately prepared to pursue it to
its termination.[20] The prosecution of offenses is a public function. Indeed, the sole purpose of the
civil action is the resolution, reparation or indemnification of the private offended party for the
damage or injury he sustained by reason of the delictual or felonious act of the accused. [21] Under
Article 104 of the Revised Penal Code, the following are the civil liabilities of the accused:

ART. 104. What is included in civil liability. The civil liability established in Articles 100, 101, 102
and 103 of this Code includes:
1. Restitution;

2. Reparation of the damage caused;

3. Indemnification for consequential damages.

Thus, when the offended party, through counsel, has asserted his right to intervene in the
proceedings, it is error to consider his appearance merely as a matter of tolerance.[22]

The public prosecutor may turn over the actual prosecution of the criminal case, in the exercise of
his discretion, but he may, at any time, take over the actual conduct of the trial. However, it is
necessary that the public prosecutor be present at the trial until the final termination of the case;
otherwise, if he is absent, it cannot be gainsaid that the trial is under his supervision and control.[23]

In a criminal case in which the offended party is the State, the interest of the private complainant or
the offended party is limited to the civil liability arising therefrom. Hence, if a criminal case is
dismissed by the trial court or if there is an acquittal, a reconsideration of the order of dismissal or
acquittal may be undertaken, whenever legally feasible, insofar as the criminal aspect thereof is
concerned and may be made only by the public prosecutor; or in the case of an appeal, by the State
only, through the OSG. The private complainant or offended party may not undertake such motion
for reconsideration or appeal on the criminal aspect of the case.[24] However, the offended party or
private complainant may file a motion for reconsideration of such dismissal or acquittal or appeal
therefrom but only insofar as the civil aspect thereof is concerned.[25] In so doing, the private
complainant or offended party need not secure the conformity of the public prosecutor. If the court
denies his motion for reconsideration, the private complainant or offended party may appeal or file a
petition for certiorari or mandamus, if grave abuse amounting to excess or lack of jurisdiction is
shown and the aggrieved party has no right of appeal or given an adequate remedy in the ordinary
course of law.

The public and private prosecutors are not precluded, whenever feasible, from filing a joint motion
for the reconsideration of the dismissal of the case or the acquittal of the accused, on the criminal
and civil aspects of the cases.

In the present case, only petitioner MPI, through counsel, filed a motion for the reconsideration of the
trial courts Joint Order dated January 29, 1999, praying for the reinstatement of the cases insofar as
the civil aspect thereof is concerned. The public prosecutor did not approve nor conform to the said
motion. Although petitioner MPI provided ample space for the said conformity of the public
prosecutor, the latter did not do so; he merely appeared during the hearing of the said motion with
the private prosecutor when the latter presented his oral arguments in support of the said motion.

The fact that the public prosecutor did not conform to the said motion, however, does not mean that
the same is pro forma. It must be stressed that the propriety and efficacy of the motion, insofar as
the civil aspect of the cases is concerned, is not dependent upon the conformity of the public
prosecutor. Hence, the filing of the joint motion for reconsideration effectively suspended the
running of the period for petitioner MPI to assail the joint order in the CA via an appeal or a special
civil action for certiorari or mandamus under Rule 65 of the Rules of Court.

However, since the public prosecutor did not file any motion for the reconsideration of the joint order
nor conform to the motion of petitioner MPI, insofar as the criminal aspect of the cases is concerned,
the period for the State to assail the said joint order was not suspended. Only the motion for
reconsideration filed by the public prosecutor of the joint order of dismissal of the cases could have
tolled the period within which the State could appeal, insofar as the criminal aspect of the cases was
concerned. The bare fact that the public prosecutor appeared for the State during the hearing of the
motion for reconsideration of petitioner MPI does not amount to or constitute his adoption of the said
motion as that of the State. As ruled by this Court in Cabral v. Puno:[26]

While it is true that the offended party, Silvino San Diego, through the private prosecutor, filed a
motion for reconsideration within the reglementary fifteen-day period, such move did not stop the
running of the period for appeal. He did not have the legal personality to appeal or file the motion for
reconsideration on his behalf. The prosecution in a criminal case through the private prosecutor is
under the direction and control of the Fiscal, and only the motion for reconsideration or appeal filed
by the Fiscal could have interrupted the period for appeal.[27]

We agree with the ruling of the CA that the petition for certiorari filed by the petitioner People of the
Philippines with the CA on April 26, 1999 was filed beyond the 60-day period as provided in Section
4, Rule 65 of the Rules of Court,[28] it appearing that the public prosecutor received a copy of the
joint order of the trial court on February 2, 1999, and, thus, had only until April 3, 1999 within which
to file the said petition.

Even then, the Court still holds that the CA erred in dismissing the petition of the People of the
Philippines simply because the public prosecutor erred in not himself filing a motion for
reconsideration of the joint order of the trial court, on his perception that by being present during the
hearing of the motion for reconsideration of petitioner MPI, he thereby adopted the said motion as
that of the States. The settled rule is that the State is not estopped by the mistakes of its officers
and employees. Indeed, in Cruz, Jr. v. Court of Appeals,[29] the Court declared:

Estoppel does not lie against the government because of the supposedly mistaken acts or
omissions of its agents. As we declared in People v. Castaeda, there is the long familiar rule that
erroneous application and enforcement of the law by public officers do not block subsequent correct
application of the statute and that the government is never estopped by mistake or error on the part
of its agents.

The Court also held in Chua v. Court of Appeals:[30]

While ordinarily, certiorari is unavailing where the appeal period has lapsed, there are
exceptions. Among them are (a) when public welfare and the advancement of public policy dictates;
(b) when the broader interest of justice so requires; (c) when the writs issued are null and void; or
(d) when the questioned order amounts to an oppressive exercise of judicial authority. [31]

On the second issue, the petitioners assert that the CA erred in holding that the dispute between it
and the respondent is intra-corporate in nature; hence, within the exclusive jurisdiction of the SEC.
As gleaned from the material allegations of the Informations, the RTC had exclusive jurisdiction over
the crimes charged. Petitioner MPI further avers that even if there is no allegation in the
Informations identifying it as the owner of the personal properties described in the Informations, its
ownership of the properties can be inferred from the other allegations. The petitioners maintain that
even if the Informations are deficient, the remedy is the amendment of the Informations and not the
dismissal of the cases.
For his part, the respondent avers that the assailed Resolution of the CA is correct, and that it is the
appellate courts decision which is erroneous.

We agree with the petitioners.

According to Section 20 of B.P. Blg. 129

SEC. 20. Jurisdiction in criminal cases. Regional Trial Courts shall exercise exclusive original
jurisdiction in all criminal cases not within the exclusive jurisdiction of any court, tribunal or body,
except those now falling under the exclusive and concurrent jurisdiction of the Sandiganbayan which
shall hereafter be exclusively taken cognizance of by the latter.

Section 32 thereof was later amended by Section 2 of Republic Act No. 7691, as follows:

Sec. 32. Jurisdiction of Metropolitan Trial Courts, Municipal Trial Courts and Municipal Circuit Trial
Courts in Criminal Cases. Except in cases falling within the exclusive original jurisdiction of the
Regional Trial Court and of the Sandiganbayan, the Metropolitan Trial Courts, and Municipal Circuit
Trial Courts shall exercise:

(1) Exclusive original jurisdiction over all violations of city or municipal ordinances committed within
their respective territorial jurisdiction; and

(2) Exclusive original jurisdiction over all offenses punishable with imprisonment not exceeding six
(6) years irrespective of the amount of fine, and regardless of other imposable accessory or other
penalties, including the civil liability arising from such offenses or predicated thereon, irrespective of
kind, nature, value or amount thereof: Provided, however, That in offenses involving damage to
property through criminal negligence, they shall have exclusive original jurisdiction thereof.

Case law has it that in order to determine the jurisdiction of the court in criminal cases, the complaint
or Information must be examined for the purpose of ascertaining whether or not the facts set out
therein and the prescribed period provided for by law are within the jurisdiction of the court, and
where the said Information or complaint is filed. It is settled that the jurisdiction of the court in
criminal cases is determined by the allegations of the complaint or Information and not by the
findings based on the evidence of the court after trial.[32] Jurisdiction is conferred only by the
Constitution or by the law in force at the time of the filing of the Information or complaint. Once
jurisdiction is vested in the court, it is retained up to the end of the litigation. Indeed, in People v.
Purisima,[33] this Court held that:

In criminal prosecutions, it is settled that the jurisdiction of the court is not determined by what may
be meted out to the offender after trial or even by the result of the evidence that would be presented
at the trial, but by the extent of the penalty which the law imposes for the misdemeanor, crime or
violation charged in the complaint. If the facts recited in the complaint and the punishment provided
for by law are sufficient to show that the court in which the complaint is presented has jurisdiction,
that court must assume jurisdiction.

In Criminal Case No. 013231-L, the value of the properties subject of qualified theft
is P3,219,875.00, while in Criminal Case No. 013423-L, the value of the property was pegged
at P255,000.00. Under Article 309 of the Revised Penal Code, the penalty for theft when the value of
the stolen property exceeds P22,000.00 is as follows:
1. The penalty of prision mayor in its minimum and medium periods, if the value of the thing
stolen is more than 12,000 pesos but does not exceed 20,000 pesos; but if the value of the thing
stolen exceeds the latter amount, the penalty shall be the maximum period of the one prescribed in
this paragraph and one year of each additional ten thousand pesos, but the total of the penalty which
may be imposed shall not exceed twenty years. In such cases, and in connection with the
accessory penalties which may be imposed and for the purpose of the other provisions of this Code,
the penalty shall be termed prision mayor or reclusion temporal, as the case may be.

Article 310 of the Revised Penal Code further provides for the penalty for qualified theft:

Art. 310. Qualified theft. The crime of theft shall be punished by the penalties next higher by two
degrees than those respectively specified in the next preceding article, if committed by a domestic
servant, or with grave abuse of confidence, or if the property stolen is motor vehicle, mail matter or
large cattle or consists of coconuts taken from the premises of a plantation, fish taken from a
fishpond or fishery or if property is taken on the occasion of fire, earthquake, typhoon, volcanic
eruption, or any other calamity, vehicular accident or civil disturbance.

On the other hand, in Criminal Case No. 013424-L for estafa, the amount of the fraud involved
is P500,000.00, and under Article 315 of the Revised Penal Code, the penalty for such crime is

1st. The penalty of prision correccional in its maximum period to prision mayor in its minimum
period, if the amount of the fraud is over 12,000 pesos but does not exceed 22,000 pesos; and if
such amount exceeds the latter sum, the penalty provided in this paragraph shall be imposed in its
maximum period, adding one year for each additional 10,000 pesos; but the total penalty which may
be imposed shall not exceed twenty years. In such cases, and in connection with the accessory
penalties which may be imposed and for the purpose of the other provisions of this Code, the
penalty shall be termed prision mayor or reclusion temporal, as the case may be.

Patently, then, based on the material allegations of the Informations in the three cases, the court a
quo had exclusive jurisdiction over the crimes charged.

The bare fact that the respondent was the president and general manager of the petitioner
corporation when the crimes charged were allegedly committed and was then a stockholder thereof
does not in itself deprive the court a quo of its exclusive jurisdiction over the crimes charged. The
property of the corporation is not the property of the stockholders or members or of its officers who
are stockholders. [34] As the Court held in an avuncular case:[35]

... Properties registered in the name of the corporation are owned by it as an entity separate and
distinct from its members. While shares of stock constitute personal property, they do not represent
property of the corporation. The corporation has property of its own which consists chiefly of real
estate (Nelson v. Owen, 113 Ala., 372, 21 So. 75; Morrow v. Gould, 145 Iowa, 1, 123 N.W. 743). A
share of stock only typifies an aliquot part of the corporations property, or the right to share in its
proceeds to that extent when distributed according to law and equity (Hall & Faley v. Alabama
Terminal, 173 Ala., 398, 56 So. 235), but its holder is not the owner of any part of the capital of the
corporation (Bradley v. Bauder, 36 Ohio St., 28). Nor is he entitled to the possession of any definite
portion of its property or assets (Gottfried v. Miller, 104 U.S., 521; Jones v. Davis, 35 Ohio St., 474).
The stockholder is not a co-owner or tenant in common of the corporate property (Harton v.
Johnston, 166 Ala., 317, 51 So., 992) [36]
As early as the case of Fisher v. Trinidad,[37] the Court already declared that [t]he distinction
between the title of a corporation, and the interest of its members or stockholders in the property of
the corporation, is familiar and well-settled. The ownership of that property is in the corporation, and
not in the holders of shares of its stock. The interest of each stockholder consists in the right to a
proportionate part of the profits whenever dividends are declared by the corporation, during its
existence, under its charter, and to a like proportion of the property remaining, upon the termination
or dissolution of the corporation, after payment of its debts.[38]

We also agree with the ruling of the CA in its decision that the SEC (now the Regional Trial Court)
had no jurisdiction over the cases filed in the court a quo. The appellate courts reliance in the
assailed Resolution issued by the Board of Directors of the petitioner corporation, on Section 5(b) of
P.D. No. 902, has no factual and legal basis.

Section 5 of P.D. No. 902-A provides that the SEC[39] shall have original and exclusive jurisdiction to
hear and decide cases involving the following:

(a) devices or schemes employed by, or any acts of, the board of directors, business associates,
its officers or partners, amounting to fraud and misrepresentation which may be detrimental to the
interest of the public and/or of the stockholders, partners, members of association or organizations
registered with the Commission, and

(b) controversies arising out of intra-corporate or partnership relations, between and among
stockholders, members or associates; between any or all of them and the corporation, partnership or
association of which they are stockholders, members or associates, respectively.

In Fabia v. Court of Appeals,[40] the Court explained that Section 5 of P.D. No. 902-A should be
taken in conjunction with Section 6 of the law. It then proceeded to explain:

In synthesis, Sec. 5 of PD 902-A mandates that cases involving fraudulent actions and devices
which are detrimental to the interest of stockholders, members or associates and directors of the
corporation are within the original and exclusive jurisdiction of the SEC. Taken in conjunction with
Sec. 6 of the same law, it will be gathered that the fraudulent acts/schemes which the SEC shall
exclusively investigate and prosecute are those in violation of any law or rules and regulations
administered and enforced by the Commission alone. This investigative and prosecutorial powers
of the SEC are further without prejudice to any liability for violation of any provision of The Revised
Penal Code.

From the foregoing, it can thus be concluded that the filing of the civil/intra-corporate case before the
SEC does not preclude the simultaneous and concomitant filing of a criminal action before the
regular courts; such that, a fraudulent act may give rise to liability for violation of the rules and
regulations of the SEC cognizable by the SEC itself, as well as criminal liability for violation of
the Revised Penal Code cognizable by the regular courts, both charges to be filed and proceeded
independently, and may be simultaneously with the other.[41]

Thus, the filing of a petition in the SEC for the nullification of the Resolution of May 2, 1995 issued by
the Chairman and two members of the Board of Directors of petitioner MPI, which authorized the
filing of criminal cases against respondent Umezawa, was not a bar to his prosecution for estafa and
qualified theft for his alleged fraudulent and delictual acts. The relationship of the party-litigants with
each other or the position held by petitioner as a corporate officer in respondent MPI during the time
he committed the crime becomes merely incidental and holds no bearing on jurisdiction. What is
essential is that the fraudulent acts are likewise of a criminal nature and hence cognizable by the
regular courts.[42] Thus, notwithstanding the fact that respondent Umezawa was the president and
general manager of petitioner MPI and a stockholder thereof, the latter may still be prosecuted for
the crimes charged. The alleged fraudulent acts of respondent Umezawa in this case constitute the
element of abuse of confidence, deceit or fraudulent means, and damage under Article 315 of the
Revised Penal Code on estafa.[43]

We agree with the encompassing disquisitions of the CA in its decision, to wit:

A dispute involving the corporation and its stockholders is not necessarily an intra-corporate
dispute cognizable only by the Securities and Exchange Commission. Nor does it ipso facto negate
the jurisdiction of the Regional Trial Court over the subject cases. The Supreme Court citing the
case of Viray v. Court of Appeals (G.R. No. 92481, 191 SCRA 308 [1990]) in Torio v. Court of
Appeals (G.R. No. 107293, March 2, 1994, 230 SCRA 626) held:

It should be obvious that not every conflict between a corporation and its stockholders involves
corporate matters that only the SEC can resolve in the exercise of its adjudicatory or quasi-judicial
powers.

As the Supreme Court further ruled in the Torio case that a contrary interpretation would distort the
meaning and intent of P.D. 902-A, the law re-organizing the Securities and Exchange Commission.
The better policy in determining which body has jurisdiction over a case would be to consider not
only the relationship of the parties but also the nature of the questions raised in the subject of the
controversy.[44]

On the last issue, we find and so hold that the Informations state all the essential elements of estafa
and qualified theft. It was adequately alleged that respondent Umezawa, being the President and
General Manager of petitioner MPI, stole and misappropriated the properties of his employer, more
specifically, petitioner MPI. As expostulated by the CA in its decision:

In any event, the allegations in the informations, if hypothetically admitted, are sufficient to bind
Umezawa to the charges of qualified theft and estafa. As aptly ruled by the court a quo in its Order
of July 25, 1995,all the elements of the offense of qualified theft are present. There is no basis for
claiming otherwise. Furthermore, the private offended party, as well as the subject matter of the
felonious taking and the ownership thereof, have been adequately indicated or identified leaving no
room for any doubt on these matters. Considering that the motions to quash of September 30, 1998
are fundamentally rehash of the motion to quash filed on May 29, 1995 and the culpable acts subject
of the new informations are virtually the same as the first information filed against Umezawa, there is
no conceivable reason why the court a quo abandoned its previous stand and controverted itself in
regard the sufficiency of the informations.

In our considered view, and as the court a quo had correctly held in its Order of May 26, 1996, even
a SEC ruling voiding the resolution authorizing the filing of criminal charges versus the accused
Hajime Umezawa can have no bearing on the validity of the informations filed in these three criminal
cases as pointed out by private complainant, the public offenses of qualified theft and estafa can [be]
prosecuted de officio. The resolution of the office of the prosecutor on the preliminary investigation
as well as the re-investigation conducted on the letter-complaint filed by private complainant
company sufficiently established prima facie case against the accused and the legality or illegality of
the constitution of the board which authorized the filing of the complaint does not materially affect
either the informations filed against Umezawa or the pending criminal proceedings. As petitioners
contend, the action is now between the People of the Philippines and herein private respondent.[45]

IN LIGHT OF ALL THE FOREGOING, the petitions are GRANTED. The Resolution of the Court of
Appeals in CA-G.R. SP No. 52440 dated August 8, 2001 is REVERSED and SET ASIDE. The
Decision of the Court of Appeals dated September 2, 1999 is AFFIRMED.

SO ORDERED.