SHEENA

V. International Commercial Arbitration: m. Arbitrators and Arbitral Tribunals in ICA

46. Equitable PCI Banking Corporation (EPCIB) v. RCBC Capital Corporation

FACTS: Petitioner EPCIB and the individual shareholders of Bankard, Inc., as sellers, and RCBC, as buyer, executed a Share
Purchase Agreement (SPA) for the purchase of petitioner’s interests in Bankard, representing 226 million shares, for the price
of PhP 1.7 billion.
RCBC deposited the stipulated down payment amount in an escrow account after which it was given full management and
operational control of Bankard. RCBC had Bankard’s accounts audited and the conclusion was that the warranty, as contained
in Section 5(h) of the SPA was correct.
RCBC paid the balance of the contract price. The corresponding deeds of sale for the shares in question were executed.
RCBC later informed petitioners of its having overpaid the purchase price of the subject shares, claiming that there was an
overstatement of valuation of accounts. Thus, RCBC filed a Request for Arbitration with the International Chamber of Commerce-
International Court of Arbitration (ICC-ICA). In the request, RCBC charged Bankard with violation of the representations and
warranties of petitioners in the SPA and prayed for the rescission of the SPA, restitution of the purchase price.
Petitioners denied RCBCs inculpatory averments stating also that the period for filing of the asserted claim had already lapsed.
Arbitration in the ICC-ICA proceeded after the formation of the arbitration tribunal, rendered a Partial Award On the matter of
prescription, the tribunal held that RCBC’s claim is not time barred that RCBC’s claim was filed within the 3-year period. The
tribunal also exonerated RCBC from laches, the latter having sought relief within said period.
RCBC filed with the RTC a Motion to Confirm Partial Award. RTC issued the first assailed order confirming the Partial Award
and denying the adverted separate motions to vacate and to suspend and inhibit. From this order, petitioners sought
reconsideration, but their motion was denied by the RTC .
Petitioners came directly to this Court on a petition for review under Rule 45 of the Rules of Court.

ISSUE: W/N the Court can Overturn an Arbitral Award rendered by the ICA.

RULING: NO. This is a procedural miscue for petitioners who erroneously bypassed the Court of Appeals (CA) in pursuit of its
appeal. The proper mode of appeal from a decision of the RTC confirming, vacating, setting aside, modifying, or correcting an
arbitral award. Rule 45 is not the remedy available to petitioners as the proper mode of appeal assailing the decision of the RTC
confirming as arbitral award is an appeal before the CA pursuant to Sec. 46 of RA 9285, otherwise known as the Alternative
Dispute Resolution Act of 2004, became effective on April 28, 2004. RTC decision of an assailed arbitral award is appealable to
the CA and may further be appealed to this Court. RA 9285 applies to the instant case. This law was already effective at the time
the arbitral proceedings were commenced by RCBC through a request for arbitration filed before the ICC-ICA on May 12, 2004.

As a rule, the award of an arbitrator cannot be set aside for mere errors of judgment either as to the law or as to the
facts. Courts are without power to amend or overrule merely because of disagreement with matters of law or facts
determined by the arbitrators. They will not review the findings of law and fact contained in an award, and will not
undertake to substitute their judgment for that of the arbitrators, since any other rule would make an award the
commencement, not the end, of litigation.

An arbitrator may be challenged only if circumstances exist that give rise to a justifiable doubt as to his [i] impartiality
or independence; or [ii] possession of the qualifications agreed upon by the parties. A party who appointed an
arbitrator shall not be allowed to challenge the arbitrator. This rule is grounded on estoppel. However, estoppel does
not apply where the act of appointing the actual facts, and except for reasons which the appointing party became aware
of after the appointment was made. *page 81, Robeniol