. ,. ,. . ,.,. . . . '=-~'==~'"="=~~=;=-=--=-~=~-=::: - ~-·,·-:-...:::o=-..2~~~-·==•'-""=~===='""'=== Accountability of foreign corporations under the present legal system of the Philippines requires further discussion, with the major points being as follow: • In the main, a corporation only has legal status and existence in a country under whose laws the corporation is formed and organized. This is pursuant to the principle in corporate law that corporations are merely creatures of the state. • A corporation which is deemed "foreign" in another state is generally without any legal status and existence therein, unless the foreign corporation performs certain acts, such as, under the Philippine Corporation Code, acquiring a license to transact business in the host state, a certificate of authority from the appropriate government agency, and the appointment of its resident agent, among others. • In the case of Agilent Technologies Singapore (PTE) Ltd. Vs. Integrated Silicon Technology Philippines Corporation, et al., G.R. No. 154618, April14, 2004, the Supreme Court made this pronouncement: "The principles regarding the right of a foreign corporation to bring suit in Philippine courts may thus be condensed in four statements: (1) if a foreign corporation does business in the Philippines without a license, it cannot sue before the Philippine courts; [but may be sued or proceeded againsfB in the Philippines - JGT] (2) if a foreign corporation is not doing business in the Philippines, it needs no license to sue before Philippine courts on an isolated transaction or on a cause of action entirely independent of any business transaction; [and may be sued in the Philippines - JGT] (3) if a foreign corporation does business in the Philippines without a license, a Philippine citizen or entity which has contracted with said corporation may be estopped from challenging the foreign corporation's corporate personality in a suit brought before Philippine courts; [here, the foreign corporation may sue and may be sued in the Philippines - JGT] and (4) if a foreign corporation does business in the Philippines with the required license, it can sue before Philippine courts on any transaction. [and can be sued also- JGT]" • The issue of whether or not a foreign corporation can sue or be sued in the Philippines is decided and resolved to a significant extent on the basis of whether the foreign corporation is "doing business." The Corporation Code does not define the phrase "doing or transacting business," and literatures point to the Omnibus Investments Code (Executive Order No. 226) and the Foreign Investments Act of 1991 (Republic Act No. 7042) for the definition that may be adopted for purposes of the Corporation Code.70 Section 3(d) of R.A. No. 7042 provides: 69 Corporation Code, "Section 133. Doing business without a license. -No foreign corporation transacting in the Philippines without a license, or its successors or assigns, shall be permitted to maintain or intervene in any action, suit or proceeding in any court or administrative agency of the Philippines; but such corporation may be sued or proceeded against before Philippine courts or administrative tribunals on any valid cause of action recognized under Philippine laws.'' 70 De Leon, H.S. & De Leon, Jr. H.S. (2006). The Corporation Code of the Philippines Annotated. Quezon City: Rex Printing Company, Inc. 33