Section 2. Corporation defined.

A corporation is an
artificial being created by operation of law, having the right
of succession and the powers, attributes and properties
expressly authorized by law or incident to its existence. (2)

(2) No. Sy cannot be held solidarily liable with his copetitioners. While it may be true that Sy is the president of
Dassad Warehousing and Port Services, Inc., such fact is not
by itself sufficient to hold him solidarily liable for the

Secosa vs. Heirs of Francisco, [G.R. No. 160039. June 29,

2004]
Facts: Francisco, an 18 year old 3rd year physical therapy
student was riding a motorcycle. A sand and gravel truck was
traveling behind the motorcycle, which in turn was being
tailed by the Isuzu truck driven by Secosa. The Isuzu cargo
truck was owned by Dassad Warehousing and Port Services,
Inc.. The three vehicles were traversing the southbound lane at
a fairly high speed. When Secosa overtook the sand and
gravel truck, he bumped the motorcycle causing Francisco to
fall. The rear wheels of the Isuzu truck then ran over
Francisco, which resulted in his instantaneous death. Secosa
left his truck and fled the scene of the collision.
The parents of Francisco, respondents herein, filed an action
for damages against Secosa, Dassad Warehousing and Port
Services, Inc. and Dassads president, El Buenasucenso Sy.
The court a quo rendered a decision in favor of herein
respondents; thus petitioners appealed the decision to the
Court of Appeals, which unfortunately affirmed the appealed
decision in toto. Hence, the present petition.
Issues:
(2) Whether or not Dassads president, El Buenasucenso Sy,
can be held solidary liable with co-petitioners.
Held

liabilities adjudged against his co-petitioners.

A corporation has a personality separate from that of its
stockholders or members. The doctrine of veil of corporation
treats as separate and distinct the affairs of a corporation and
its officers and stockholders. As a rule, a corporation will be
looked upon as a legal entity, unless and until sufficient reason
to the contrary appears. When the notion of legal entity is used
to defeat public convenience, justify wrong, protect fraud, or
defend crime, the law will regard the corporation as an
association of persons. Also, the corporate entity may be
disregarded in the interest of justice in such cases as fraud that
may work inequities among members of the corporation
internally, involving no rights of the public or third persons. In
both instances, there must have been fraud and proof of it.
The records of the case does not point toward the presence of
any grounds enumerated above that will justify the piercing of
the veil of corporate entity such as to hold Sy, the president of
Dassad Warehousing and Port Services, Inc., solidarily liable
with it.
Furthermore, the Isuzu cargo truck which ran over Francisco
wasregistered in the name of Dassad and not in the name of
Sy. Secosa is an employee of Dassad and not of Sy. These
facts showed Sysexclusion from liability for damages arising
from the death of Francisco.