Short answer. Yes. Article 46 of the Civil Code says juridical persons may acquire and possess property of all kinds, incur obligations, and bring civil or criminal actions, in conformity with the laws governing their organization. A corporation acts in law in its own name, not through the personal capacity of its members.
What the law says
Juridical persons may acquire and possess property of all kinds, as well as incur obligations and bring civil or criminal actions, in conformity with the laws and regulations of their organization.
Civil Code, Article 46 — Powers of Juridical Persons. Read the full provision →
A corporation is a person in the eyes of the law
A corporation is a juridical person, an entity the law treats as capable of holding rights and duties separately from the people who own or run it. The article confirms the practical consequences: juridical persons may acquire and possess property of all kinds, as well as incur obligations and bring civil or criminal actions. So a corporation can buy land, own equipment, take on debts, and sue or be sued, all in its own name. The individuals behind it are not the owners of the corporate assets, and the corporation, not they, is the party to its contracts and cases.
The power is exercised within its charter
The capacity is real but not unlimited. The article ties it to what is done in conformity with the laws and regulations of their organization. A corporation acts through its board and authorized officers, and its powers are framed by the law under which it was formed and by its own articles and by-laws. It cannot, for instance, ignore constitutional and statutory limits on the kinds of property certain entities may own. So while the corporation stands in law like a person, it exercises that personality through proper corporate authority and within the boundaries its charter and the law set.
Separate personality cuts both ways
Because the corporation is a distinct person, its property is its own and generally beyond the reach of a stockholder's personal creditors, just as a stockholder's assets are generally shielded from corporate debts. That separation is the point of incorporating. It also means that when the corporation has a claim, the corporation must sue, usually through a duly authorized representative, and a stockholder cannot ordinarily bring the corporation's cause of action as if it were his own. The same distinct personality that protects the members also dictates who is the proper party to act.
What this means for you
If you are dealing with a corporation, remember you are dealing with the entity, so contracts, titles, and receipts should be in the corporate name and signed by someone with authority to bind it. If you are running one, keep corporate and personal assets and transactions clearly apart; blurring them invites arguments that the separate personality should be disregarded. And when a corporation needs to enforce a right in court, confirm early that the person signing and verifying is properly authorized, because a challenge to that authority can stall an otherwise sound case.
Cases citing this provision
These Supreme Court decisions cite the provision above. We list them so you can read them yourself; the summaries of what each decided are not ours to give.
- Samuel M. Alvarado vs. Ayala Hillside Estates Homeowners' Association, Inc, G.R. No. 208426, September 20, 2017 — read the decision on LawPhil →
- Eliseo N. Hao vs. Emerlinda S. Galang, G.R. No. 247472, October 6, 2021 — read the decision on LawPhil →
- Aniceto G. Saludo, Jr. vs. Philippine National Bank, G.R. No. 193138, August 20, 2018 — read the decision on LawPhil →