Republic of the Philippines SUPREME COURT Manila THIRD DIVISION G.R. No. 177549 June 18, 2009 ANTHONY S. YU, ROSITA G. YU and JASON G. YU,Petitioners, vs. JOSEPH S. YUKAYGUAN, NANCY L. YUKAYGUAN, JERALD NERWIN L. YUKAYGUAN, and JILL NESLIE L. YUKAYGUAN, [on their own behalf and on behalf of] WINCHESTER INDUSTRIAL SUPPLY, INC.,Respondents. D E C I S I O N CHICO-NAZARIO, J.: Before Us is a Petition for Review on Certiorari1under Rule 45 of the Rules of Court, which seeks to reverse and setaside the Resolutions dated 18 July 20062and 19 April 20073of the Court of Appeals in CA-G.R. SP No. 00185.Upon herein respondents’ motion, the Court of Appeals rendered the assailed Resolution dated 18 July 2006,reconsidering its Decision4dated 15 February 2006; and remanding the case to the Regional Trial Court (RTC) ofCebu City, Branch 11, for necessary proceedings, in effect, reversing the Decision5dated 10 November 2004 of theRTCwhichdismissedrespondents’ComplaintinSRCCaseNo.022-CEB.Hereinpetitioners’MotionforReconsideration of the Resolution dated 18 July 2006 was denied by the appellate court in the other assailedResolution dated 19 April 2007. Herein petitioners are members of the Yu Family, particularly, the father, Anthony S. Yu (Anthony); the wife, Rosita G.Yu (Rosita); and their son, Jason G. Yu (Jason). Herein respondents composed the Yukayguan Family, namely, the father, Joseph S. Yukayguan (Joseph); the wife,Nancy L. Yukayguan (Nancy); and their children Jerald Nerwin L. Yukayguan (Jerald) and Jill Neslie Yukayguan (Jill). Petitioner Anthony is the older half-brother of respondent Joseph. Petitioners and the respondents were all stockholders of Winchester Industrial Supply, Inc. (Winchester, Inc.), adomestic corporation engaged in the operation of a general hardware and industrial supply and equipment business. On 15 October 2002, respondents filed against petitioners a verified Complaint for Accounting, Inspection ofCorporate Books and Damages through Embezzlement and Falsification of Corporate Records and Accounts6beforethe RTC of Cebu. The said Complaint was filed by respondents, in their own behalf and as a derivative suit on behalfof Winchester, Inc., and was docketed as SRC Case No. 022-CEB. The factual background of the Complaint wasstated in the attached Affidavit executed by respondent Joseph. According to respondents,7Winchester, Inc. was established and incorporated on 12 September 1977, with petitionerAnthony as one of the incorporators, holding 1,000 shares of stock worth₱100,000.00.8Petitioner Anthony paid forthe said shares of stock with respondent Joseph’s money, thus, making the former a mere trustee of the shares forthe latter. On 14 November 1984, petitioner Anthony ceded 800 of his 1,000 shares of stock in Winchester, Inc. torespondent Joseph, as well as Yu Kay Guan,9Siao So Lan, and John S. Yu.10Petitioner Anthony remained as trusteefor respondent Joseph of the 200 shares of stock in Winchester, Inc., still in petitioner Anthony’s name.