Granger vs MSi

Granger duly organized corporation of foreign country in US it has no license to do business. But
made agreemetns and contract with MSI- granger gave loans and sold a machineries which MSi
did not able to pay.
-so granger filed complaint in RTC pasay against MSI
-msi alleged that Granger has no license to do business and no capacity to sue and moved to
dismiss
-dismiss by RTC
- it was alledge and insist that petition was not transacting usines in general public.
Tht he dealth only with msi
-that dealing in pulic is an indispensable ingredient as to constitute doing business
-that Msi covered only isolated contracts.
-petitioner contends that the various transaction with Msi was facet ingredient of the licensing
agreement with MSI
-the study of enumeration of agreemetns includes different subject matter and consideration tht
affects

as long as it can be shown that the the successive sales of the product of the company
Philippines and would receive orders for its products and discharge its warranty obligations
through the agency of MSI It would even appear that Granger intended to transact business in the
Philippines through the instrumentality of MSI not only for the sale and warranty of its products in
this country. The 'agent, was expected to extend also in mainland China and other ASEAN
countries, where MSI was to act as its representative in the development of possible markets for
Granger products. Thus it was provided in the Agreement:



Western electric co

Antam

Stokely, banahaw milling corp, antam, capital cityetc filed a collection of sum of money
-Stokely not engage in the business at the time of the commencemtn of the action- they didnt
need any license to secure to do business.
-capital city had an agreement twith comphil to buy a 500 tons of crude oil. How ever comphil
failed to deliver the said crude oil.
-capital city incurred loss
-so the party entered to another contract where comphil uundertook to buy the 500 tons where
capital city but as in increased to cover up or to pay the losee incurred. Then he failed again
-repsondednt filed for attachment to enjoin all the properties of comphil.
-there are demand made by the respindendt however where replaced by the tambuntings and
dnamed it to banahaw mill
-trial court ordered the issuance of writ of ttachement.
-petitioner fieled a motion to dimiss because the respondendt have no capacity to sue---being a
foreign corp, di not obtain any license has no capacity to sue.
-petitioner rgue that the test of doing business is continuance of the transaction pursuant to
normal business of the corp as what happen in the case.
THE court reject the position of the petionter
Baiss of Top well case-
Distingicntio of single transaction to isolated contracts or occasional, incidental or casual
not on the meaning conetemplated in the law.
The transaction entered by the petitioner in this case is not a a series of commercial transaction
which signifies intention to do business does not fall in the term doing business
Only reason for the pteitoiner entered second and 3
rd
contract to recover the loss incurred.

0








Top weled corp.

Judged by the foregoing standards, we agree with the Court of Appeals in considering the
respondents as "doing business" in the Philippines. When the respondents entered into the
disputed contracts with the petitioner, they were carrying out the purposes for which they were
created, i.e. to manufacture and market welding products and equipment. The terms and
conditions of the contracts as well as the respondents' conduct indicate that they established
within our country a continuous business, and not merely one of a temporary character. This fact
is even more strengthened by the admission of the respondents that they are negotiating with
another group for the transfer of the distributorship and franchising rights from the petitioner.

Respondents' acts enabled them to enter into the mainstream of our economic life in competition
with our local business interests. This necessarily brings them under the provisions of R.A. No.
5455.

pondents contend that they should be exempted from the requirements of R.A. 5455 because the
petitioner maintained an independent status during the existence of the disputed contract



home insurance
- recovery of maritime damages
- -if the platiff has capacity to sue the eastern shipping lines shall have to pay
the plaintiff+legal interest.
- The plaintiff allege there capacity to sue
- The defendant allege that lack of knowledge or information is sufficient to
form a belief as tot the truth teherof
In this case the platintiff the one suing shall have the prove plead affirmatively that
he has the capacity to sye tht the transaction where made isolated.
-in the present case no copy of liceneseo or certificate needed to do to insurance
business- ut in insurance law there is presumption that insurance business has the
license when doing insurance in the case preponderance of eveidence needed.

factual and equitable considerations, there is no question that the private respondents should
pay the obligations found by the trial court as owing to the petitioner. Only the question of validity
of the contracts in relation to lack of capacity to sue stands in the way of the petitioner being
given the affirmative relief it seeks. Whether or not the petitioner was engaged in single acts or
solitary transactions and not engaged in business is likewise not in issue