Red Line Transport vs. Rural Transit

Red Line Transportation Co. vs. Rural Transit Co.

GR No. 41570 | Sept. 6, 1934

Facts:

·         This is a petition for review of an order of the Public Service Commission granting to the Rural Transit Company, Ltd., a certificate of public convenience to operate a transportation service between Ilagan in the Province of Isabela and Tuguegarao in the Province of Cagayan, and additional trips in its existing express service between Manila Tuguegarao.

·         On June 4, 1932, Rural Transit filed an application for certification of a new service between Tuguegarao and Ilagan with the Public Company Service Commission (PSC), since the present service is not sufficient

·         Rural Transit further stated that it is a holder of a certificate of public convenience to operate a passenger bus service between Manila and Tuguegarao

·         Red Line opposed said application, arguing that they already hold a certificate of public convenience for Tuguegarao and Ilagan, and is rendering adequate service. They also argued that granting Rural Transit’s application would constitute a ruinous competition over said route

·         On Dec. 21, 1932, Public Service Commission approved Rural Transit’s application, with the condition that "all the other terms and conditions of the various certificates of public convenience of the herein applicant and herein incorporated are made a part hereof."

·         A motion for rehearing and reconsideration was filed by Red Line since Rural Transit has a pending application before the Court of First Instance for voluntary dissolution of the corporation 

·         A motion for postponement was filed by Rural Transit as verified by M. Olsen who swears "that he was the secretary of the Rural Transit Company, Ltd

·         During the hearing before the Public Service Commission, the petition for dissolution and the CFI’s decision decreeing the dissolution of Rural Transit were admitted without objection

·         At the trial of this case before the Public Service Commission an issue was raised as to who was the real party in interest making the application, whether the Rural Transit Company, Ltd., as appeared on the face of the application, or the Bachrach Motor Company, Inc., using name of the Rural Transit Company, Ltd., as a trade name

·         However, PSC granted Rural Transit’s application for certificate of public convenience and ordered that a certificate be issued on its name

·         PSC relied on a Resolution in case No. 23217, authorizing Bachrach Motor to continue using Rural Transit’s name as its tradename in all its applications and petitions to be filed before the PSC. Said resolution was given a retroactive effect as of the date of filing of the application or April 30, 1930

Issue: Can the Public Service Commission authorize a corporation to assume the name of another corporation as a trade name?

Ruling: NO

·         The Rural Transit Company, Ltd., and the Bachrach Motor Co., Inc., are Philippine corporations and the very law of their creation and continued existence requires each to adopt and certify a distinctive name

·         The incorporators "constitute a body politic and corporate under the name stated in the certificate."

·         A corporation has the power "of succession by its corporate name." It is essential to its existence and cannot change its name except in the manner provided by the statute. By that name alone is it authorized to transact business.

·         The law gives a corporation no express or implied authority to assume another name that is unappropriated: still less that of another corporation, which is expressly set apart for it and protected by the law. If any corporation could assume at pleasure as an unregistered trade name the name of another corporation, this practice would result in confusion and open the door to frauds and evasions and difficulties of administration and supervision.

In this case, the order of the commission authorizing the Bachrach Motor Co., Incorporated, to assume the name of the Rural Transit Co., Ltd. likewise incorporated, as its trade name being void. Accepting the order of December 21, 1932, at its face as granting a certificate of public convenience to the applicant Rural Transit Co., Ltd., the said order last mentioned is set aside and vacated on the ground that the Rural Transit Company, Ltd., is not the real party in interest and its application was fictitious