-~~="- . . .'=··"' ~==..a=..-=.-:o--~,.-·~~~_,....,., =====~~~===d~====-- -~~~=~~~,~~~~~~~0~~~~ the performance of acts or works or the exercise of some of the functions normally incident to, and in progressive prosecution of, the purpose and object of its organization. 72 It has often been held that a single act or transaction may be considered as "doing business" when a corporation performs acts for which it was created or exercises some of the functions for which it was organized. We have held that the act of participating in a bidding process constitutes "doing business" because it shows the foreign corporation's intention to engage in business in the Philippines. In this regard, it is the performance by a foreign corporation of the acts for which it was created, regardless of volume of business, that determines whether a foreign corporation needs a license or not. 73 • If a foreign corporation engages in business activities without the necessary requirements, it opens itself to court actions against it, but it shall not be allowed to maintain or intervene in an action, suit or proceeding for its own account in any court or tribunal or agency in the Philippines. The purpose of the law in requiring that foreign corporations doing business in the country be licensed to do so, is to subject the foreign corporations doing business in the Philippines to the jurisdiction of the courts, otherwise, a foreign corporation illegally doing business here because of its refusal or neglect to obtain the required license and authority to do business may successfully though unfairly plead such neglect or illegal act so as to avoid service and thereby impugn the jurisdiction of the local courts. The same danger does not exist among foreign corporations that are indubitably not doing business in the Philippines. Indeed, if a foreign corporation does not do business here, there would be no reason for it to be subject to the state's regulation. As we observed, in so far as the state is concerned, such foreign corporation has no legal existence. Therefore, to subject such corporation to the court's jurisdiction would violate the essence of sovereignty. 74 By sovereignty, the Supreme Court is likely referring to that of the state in which the corporation is created, as it noted that corporations have no legal status beyond the bounds of the sovereignty by which they are created. 75 • Human rights advocates gave a view as to the implication of excluding from the term "doing business" the act of "appointing a representative or distributor domiciled in the Philippines which transacts business in its own name and for its own account," among others. Where a foreign corporation buys into a domestic corporation and exercises its rights as shareholder, it cannot be sued in Philippine courts inasmuch as it is not strictly "doing business" in the country. It is the domestic corporation that may be sued even if the foreign corporation(s) that owns its shares subsequently sells, assigns or otherwise disposes of its shares. 76 • In reality, to hold a foreign corporation accountable under Philippine laws is not easy. The same is true when the foreign corporation is being sought to account for human rights abuses, as seen in the case of the Marinduque Tragedy in 1996, where about 4 million metric tons of mine wastes from Marcopper Mining Company (Marcopper) were dumped into the Boac River in the island of Marinduque, displacing thousands of residents and killing the ecosystem. At the time of the incident, Marcopper was partly owned by a Canadian company, Placer Dome, which sold its shares after the dumping incident thereby dimming prospects of directly bringing it before Philippine courts. 77 Human rights advocates believe that shareholders and managers in foreign corporations could easily maneuver, either by creating a new corporation or transferring their interest into another one, which will eventually make it difficult if not impossible for victims of human rights abuses to claim reparation. The veil of corporate fiction is perceived as contributing to corporate impunity, and albeit Philippine case law allows the piercing of that veil, the victims of human rights abuse must be able to hurdle at least two obstacles: 72 The Mentholatum Co., Inc.. et al. vs. Mangaliman, et al., G.R. No. L-47701, June 27, 1941 73 European Resources and Technologies, Inc., et al. vs. Ingenieuburo Birkhahn + Nolte, et al, G.R. No. 159586, July 26, 2004 74 Avon Insurance PLC, et al. vs. Court of Appeals, G.R. No. 97642. August 29, 1997 75 Access to Justice: Human Rights Abuses Involving Corporations - Philippines (2010). International Commission Of Jurists: Geneva, Switzerland htt,p://icj2.wpengine.corn/wp-content/uploads/2012/06/Philippines-access-justicepublication-2010.pdf (accessed Oct. 21, 2016) 76 Ibid. 77 Ibid. 35