Case Digest: Grace Christian High School v. CA

GRACE CHRISTIAN HIGH SCHOOL, petitioner,vs. THE COURT OF APPEALS, GRACE VILLAGE ASSOCIATION, INC., ALEJANDRO G. BELTRAN, and ERNESTO L. GO, respondents.

G.R. No. 108905 October 23, 1997

MENDOZA, J.:

Petitioner Grace Christian High School is an educational institution located at the Grace Village in Quezon City, while Private respondent Grace Village Association, Inc. ["Association'] is an organization of lot and/or building owners, lessees and residents at Grace Village.

The original 1968 by-laws provide that the Board of Directors, composed of eleven (11) members, shall serve for one (1) year until their successors are duly elected and have qualified.

On 20 December 1975, a committee of the board of directors prepared a draft of an amendment to the
by-laws which provides that "GRACE CHRISTIAN HIGH SCHOOL representative is a permanent
Director of the ASSOCIATION."

However, this draft was never presented to the general membership for approval. Nevertheless, from 1975 to 1990, petitioner was given a permanent seat in the board of directors of the association.

On 13 February 1990, the association's committee on election sought to change the by-laws and informed the Petitioner's school principal "the proposal to make the Grace Christian High School representative as a permanent director of the association, although previously tolerated in the past elections should be reexamined."

Following this advice, notices were sent to the members of the association that the provision on election of directors of the 1968 by-laws of the association would be observed.  Petitioner requested the chairman of the election committee to change the notice to honor the 1975 by-laws provision, but was denied.

The school then brought suit for mandamus in the Home Insurance and Guaranty Corporation (HIGC) to compel the board of directors to recognize its right to a permanent seat in the board.

Meanwhile, the opinion of the SEC was sought by the association, and SEC rendered an opinion to the effect that the practice of allowing unelected members in the board was contrary to the existing by-laws of the association and to §92 of the Corporation Code (B.P. Blg. 68). This was adopted by the association in its Answer in the mandamus filed with the HIGC.

The HIGC hearing officer ruled in favor of the association, which decision was affirmed by the HIGC Appeals Board and the Court of Appeals.

Issue: W/N the 1975 provision giving the petitioner a permanent board seat was valid.

Ruling: No.

Section 23 of the Corporation Code (and its predecessor Section 28 and 29 of the Corporation Law) leaves no room for doubt that the Board of Directors of a Corporation must be elected from among the stockholders or members.

There may be corporations in which there are unelected members in the board but it is clear that in these instances, the unelected members sit as ex officio members, i.e., by virtue of and for as long as they hold a particular office (e.g. whoever is the Archbishop of Manila is considered a member of the board of Cardinal Santos Memorial Hospital, Inc.)

But in the case of petitioner, there is no reason at all for its representative to be given a seat in the board. Nor does petitioner claim a right to such seat by virtue of an office held. In fact it was not given such seat in the beginning. It was only in 1975 that a proposed amendment to the by-laws sought to give it one.

Since the provision in question is contrary to law, the fact that it has gone unchallenged for fifteen years cannot forestall a later challenge to its validity. Neither can it attain validity through acquiescence because, if it is contrary to law, it is beyond the power of the members of the association to waive its invalidity.

It is more accurate to say that the members merely tolerated petitioner's representative and tolerance cannot be considered ratification.

Nor can petitioner claim a vested right to sit in the board on the basis of "practice." Practice, no matter how long continued, cannot give rise to any vested right if it is contrary to law.

Voter's Guide for the 2010 Philippine Elections

I have prepared a simple primer for all of you voting on May 10. We only have 6 days to go, so by now you should know what to do. If not, here is a quick guide.


BEFORE THE ELECTION DAY

Voter eligibility
The first question is: are you eligible to vote? If you have just registered last year, you obviously are.

If you have already previously voted, you are eligible UNLESS you have not voted in the last two consecutive elections. This means that if you have not voted during the May 2007 national elections AND the October 2007 Barangay elections, you cannot vote on May 10. You're probably in the deactivated list. Stop wasting the other voters' time and yours. Stay at home and watch the elections unfold on TV.

If you voted on either May 2007 or October 2007 elections, but not on both, you can still vote.

Precinct Number
Know your precinct beforehand so you don't have to shove your way to the voter's list posted outside the precincts (they're not official anyway).

Find out your precinct number now by clicking here. With your precinct number at hand, you can go to your designated precinct directly on election day.

Note: If your name is not on the list that is posted outside the precinct (aka PCVL or posted computerized voter's list), don't panic. The EDCVL (or election day computerized voter's list - the official list. The Board of Election Inspectors (aka BEI aka teachers) of your precinct has a copy. That is why you can just go straight to your designated precinct. If your name is still not on the EDCVL, you have probably been deactivated.

Sample Ballot
You already know who to vote for, right?

For those who are already decided (good for you!), prepare your cheat sheet. You can get a copy of the sample ballot here (national posts only).


ON ELECTION DAY

Things to Bring:

• COMELEC ID / Official ID / Student's ID
• Sample Ballot/ Cheat Sheet
• Hanky / Tissue Paper / Hand Sanitizer (to keep your hands dry and clean)

Vote Early
Voting is from 6 AM to 6 PM, but I advise everyone to vote early.

All of us are unfamiliar with the automated system, even the BEI members. There are many unknowns on May 10, so it is better to be there early.

While the rules state that you can still vote if at 6PM you are within 30 meters from the precinct, it's better not to risk it.

There is also the slim chance that the precinct runs out of ballots. Take note, a particular ballot can be read by only one PCOS machine and no other.

So if you go to the precinct late, you might not be able to cast your vote.

Accomplishing the Ballot
Read the COMELEC guide, Pinoy Voter's Academy guide (HT: BenTambling) and the Inquirer guide. They do a much better job at explaining the process than I ever will.

I'm just going to add some things:

• When filling out the ballot, be quick, but don't hurry. This is when your sample ballot comes in handy. Be careful when shading, though. Avoid smudges.
• Handle the ballot with care. Keep your hands clean. Don't crease the ballot. If your ballot is dirty, the PCOS machine might not read it. After feeding it four times, your ballot will be nullified. You cannot fill out another ballot - there is no second try.
• It's ok to under vote, but never over vote.
• Feed the ballot into the PCOS machine yourself. Do not let a BEI member do it. This is part of making your vote count.
• When feeding the ballot to the machine, make sure the ballot is sandwiched between the secrecy folder, with the ballot's top part jutting out.

It's Automated Elections in 2010

At long last, we'll be having computerized elections nationwide come 2010.

It's good to finally do away with manual counting. It is highly susceptible to manipulation, not to mention grossly inefficient. So the full automation is welcome news indeed.

There are still concerns about the new system Senator Chiz Escudero has this to say:

I am not willing to spend even a single centavo for a system which is not tested, for a system we cannot even describe or define, or a system that we’re not even sure of delivering a clean, honest and fair election.

Which is a perfectly valid point. But I think that it is better to have computerized elections in 2010 than continue with our old ways. This is one instance where the cost is immaterial. If we find out that the system falls short of expectations, then we will have to find a suitable one come the next elections. But to continue with manual counting is unacceptable. We have to start sometime, Why not now?

There are also concerns that cheating will still continue despite the new system. Realistically speaking, I think it's highly improbable that cheating will be totally eradicated. But at least it will be greatly minimized. While there are fears that the wrong contractor will be chosen, or that the system chosen will still be vulnerable to manipulation. But I think COMELEC Commissioner Jose Melo has enough credibility and has proven competency for the job ahead.

Photo: bfick, Flickr, Creative Commons

Who's Afraid of Automated Elections?

In a time when everything is fast-paced, our leaders doggedly cling to the tortoise-like pace of counting ballots.

An Inquirer report has this to say:

Malacañang should understand that there is no more time to implement full automation in the May 2010 election, Deputy Speaker and Cebu Representative Pablo Garcia said.

We've been through this for a very long time. We know the advantages of having automated elections - how wonderful it is to see elections in other countries where counting takes only a few hours. What's stopping us from implementing the same here?

Okay, the implementation of full automation may be difficult, but it is not insurmountable. The expenses may be high, but I'm sure the government can throw in a few more bucks just to overhaul our antiquated system. If we can award millions of pesos to Mega Pacific for junk, then we can surely afford an effective system.

Our congressmen would have none of that. There are other problems to tackle:

[Congressman Pablo] Garcia said full automation could not be carried out because Republic Act 9369 mandated the use of both manual and the electronic system.

It also requires the participation of watchers in the counting of votes in the precinct. If the votes in the precinct will be counted by the machines, then the watchers will no longer have participation in the process, he added.

“The danger is there is no more human intervention, the machine will perform or function as it is told to do by the brain or source code,” Garcia said.

Counting the votes in the precinct level using the machines will also require some 80,000 machines and the same number of persons who should be “technically-competent” and certified by the Department of Science and Technology.

As to the illegality of full automation because it goes against R.A. 9369, it is merely making a mountain out of a molehill. They are Congress, for Aout loud! Amend the law so the issues can be reconciled! Problem solved!

As to human intervention, I don't think more human involvement helps the cause. In fact, it is more of a hindrance. Less human intervention means less chances of cheating, right? Or maybe, that's exactly what politicians fear.

Now, the problem of "technically-competent" persons merit serious consideration. As to how technically competent the machine operator would be would depend on the machine involved. If the machine is user-friendly enough, I'm sure our teachers are able enough to know how it works. The issue, therefore, hinges on the machine to be obtained, and not necessarily to the operator thereof.

Sure, there are risks in implementing a new system like this. But I believe that the pros far outweigh the cons. There is no better time than now to change our election system and to minimize election cheating. Resources are not lacking, willpower is.


Photo: Ken Bosma, Flickr, Creative Commons