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Unformatted text preview: about to suspend payment of his debts, convene, call or hold a
meeting either of his creditors or to pass a resolution to go into liquidation (except for a
voluntary winding up of a solvent company for the purpose of reconstruction or
amalgamation) or shall apply for an official moratorium, have a petition presented for winding
up or shall have a Receiver appointed, the contract shall forthwith be closed either at the
market price then current for similar goods or, at the option of the other party at a price to
be ascertained by repurchase or resale and the difference between the contract price and
such closingout price shall be the amount which the other party shall be entitled to claim
shall be liable to account for under this contract (sic). Should either party be dissatisfied
with the price, the matter shall be referred to arbitration. Where no such resale or
repurchase takes place, the closingout price shall be fixed by a Price Settlement
Committee appointed by the Federation. (Underscoring ours.)2
Hence, Safic prayed that IVO be ordered to pay the sums of US$293,500.00 and US$391,593.62,
plus attorney’s fees and litigation expenses. The complaint also included an application for a writ of
preliminary attachment against the properties of IVO.
Upon Safic’s posting of the requisite bond, the trial court issued a writ of preliminary attachment.
Subsequently, the trial court ordered that the assets of IVO be placed under receivership, in order to
ensure the preservation of the same.
In its answer, IVO raised the following special affirmative defenses: Safic had no legal capacity to
sue because it was doing business in the Philippines without the requisite license or authority; the
subject contracts were speculative contracts entered into by IVO’s then President, Dominador
Monteverde, in contravention of the prohibition by the Board of Directors against engaging in
speculative paper trading.
IVO set up counterclaims anchored on harassment, paralyzation of...
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This document was uploaded on 03/11/2014.
- Fall '14