Bayanihan Music Philippines, Inc. vs.

BMG Records (Pilipinas) and Jose

Mari Chan, et. al.
G.R. No. 166337, March 7, 2005

CHARACTERS:

Petitioner: Bayanihan Music Philippines, Inc. (Jose Mari Chans first music
publisher)
Respondents: Jose Mari Chan (singer-composer); BMG Pilipinas (music
publisher)

SUBJECT MATTER: rights over Chans compositions Can We Just Stop and Talk a
While and Afraid for Love to Fade

FACTS:

In 1973, Chan entered into a contract with Bayanihan where Chan ASSIGNED
to the latter all his rights, interests and participation over his musical

composition "Can We Just Stop and Talk a While".

In 1976, the parties entered into a similar contract over Chan's other musical

composition entitled "Afraid For Love To Fade"

Based on such contracts, Bayanihan applied for and WAS GRANTED by the

National Library a Certificate of Copyright Registration for each of the

two musical compositions
However, without the knowledge and consent of Bayanihan, Chan
AUTHORIZED BMG TO RECORD AND DISTRIBUTE the aforementioned
musical compositions in a then recently released album of singer Lea Salonga
petitioner Bayanihan informed respondents Chan and BMG of its existing
copyrights over the subject musical compositions and the alleged violation
of such right by the two . Demands were made on both to settle the matter with
Bayanihan. However NO SETTLEMENT WAS REACHED BY THE PARTIES
In 2000, Bayanihan filed with the RTC Quezon City a complaint against

Chan and BMG for violation of Section 216 of Republic Act No. 8293 (IP
Code), with a PRAYER for the issuance of Temporary Restraining Order (TRO)
and/or writ of preliminary injunction

Respondents Answers:
BMG
Bayanihan's prayer for TRO and/or
preliminary injunction has become MOOT
since the acts of recording and
publication sought to be enjoined had

already been consummated

Jose Mari Chan

NEVER HIS INTENTION to
DIVEST himself of ALL HIS RIGHTS
AND INTEREST over the musical
compositions in question
it was

NO CLEAR SHOWING that petitioner

Bayanihan
would
BE
GREATLY
DAMAGED by the refusal of the prayed
for TRO and/or preliminary injunction

the

contracts

he

entered

into

with

are
MERE
MUSIC
PUBLICATION AGREEMENTS giving
Bayanihan

Bayanihan, as assignee, the power to

administer his copyright over his two
songs and to act as the exclusive publisher
thereof
he was NOT COGNIZANT OF THE

APPLICATION made by and the

subsequent grant of copyrights to
Bayanihan
he caused the RESCISSION of said
contracts in 1997 since Bayanihan

was remissed in its obligations

under the contracts because it
FAILED TO EFFECTIVELY ADVERTISE
HIS MUSICAL COMPOSITIONS for
almost twenty (20) years

RTC: denied BOTH Bayanihans prayers for TRO and preliminary injunction
for failure to show entitlement thereof; also DENIED MR
CA: upheld RTCs decisions and DISMISSED Bayanihans petition
Hence, Bayanihan filed the instant petition with Supreme Court, arguing:
o AS ASSIGNEE of the copyrights over the musical compositions in
question, it HAS A CLEAR LEGAL RIGHT to a writ of preliminary
injunction

BMG

and

Chan

VIOLATED

its

copyrights

over

the

same

musical

compositions
despite knowledge by respondent BMG of petitioner's copyrights over the
said musical compositions, BMG continues to record and distribute the
same, to petitioner's great and irreparable injury

ISSUE:
WON Bayanihan is entitled to the relief of preliminary injunction and/or TRO?

RULING:
NO, it is NOT entitled to the relief of preliminary injunction and/or TRO.

Under the law, one is entitled to an injunctive writ if the following requisites
provided for by law are present: (1) there must be a right in esse or the EXISTENCE
OF A RIGHT to be protected; and (2) the ACT against which the injunction is to be
directed IS A VIOLATION OF SUCH RIGHT
In other words, petitioners like

Bayanihan, to be entitled to the writ, must SHOW that he has the OSTENSIBLE RIGHT
to the final relief prayed for in its complaint.

Unquestionably, under Section 172.2 of the Intellectual Property Code, Chan,

being UNDENIABLY THE COMPOSER AND AUTHOR of the lyrics

IS PROTECTED by the mere fact

HE IS THE CREATOR thereof.
of the two (2) songs,

alone that

While it is true that Chan entered into the two contracts in question with
Bayanihan, these contracts have already ceased to exist. Said contracts
stipulated that in the event Bayanihan FAILS TO USE in any manner any of
the compositions covered by the contracts

WITHIN TWO (2) YEARS, then

such compositions may be RELEASED IN FAVOR OF CHAN.

It would, thus, appear that the two (2) contracts EXPIRED on October 1,
1975 and March 11, 1978, respectively, there being NEITHER an allegation,
much less PROOF, that petitioner Bayanihan ever made use of the
compositions within the two-year period agreed upon by the parties.
Furthermore, It is noted that Chan REVOKED AND TERMINATED

said
contracts, along with others, on July 30, 1997, or almost TWO YEARS
BEFORE petitioner Bayanihan wrote its complaint/demand letter dated
December 7, 1999 regarding the recent "use/recording of the songs 'Can We Just Stop and
Talk A While' and 'Afraid for Love to Fade,'" or almost three (3) years before petitioner filed its

By then, it
would appear that petitioner had NO MORE RIGHT that is
protectable by injunction.
complaint on August 8, 2000, therein praying, inter alia, for injunctive relief.

Therefore, Bayanihan is NOT entitled to the relief of preliminary injunction

and/or TRO.

[G.R. No. 166337. March 7, 2005]

BAYANIHAN MUSIC vs. BMG
THIRD DIVISION
Gentlemen:
Quoted hereunder, for your information, is a resolution of this Court dated MAR 7 2005.
G.R. No. 166337 (Bayanihan Music Philippines, Inc. vs. BMG Records (Pilipinas) and Jose Mari
Chan, et al.)
Subject of this petition for review on certiorari is the Decision dated December 14,
2004[1] of the Court of Appeals in CA-G.R. SP No. 69626, upholding the Order dated August
24, 2001 of the Regional Trial Court at Quezon City, Branch 90, which found no merit in
petitioner's application for the issuance of a writ of preliminary injunction, along with
the Order dated January 10, 2002, which denied petitioner's motion for reconsideration.
On July 16, 1973, private respondent Jose Mari Chan ( Chan) entered into a contract
with petitioner Bayanihan Music Philippines, Inc. ( Bayanihan), whereunder Chan
ASSIGNED to the latter all his rights, interests and participation over his musical
composition "Can We Just Stop and Talk A While ". On March 11, 1976, the parties
entered into a similar contract over Chan's other musical composition entitled "Afraid
For Love To Fade".
On the strength of the abovementioned contracts, Bayanihan applied for and was

granted by the National Library a Certificate of Copyright Registration for

each of the two musical compositions, thus: November 19, 1973, for the song "Can
We Just Stop and Talk A While" and on May 21, 1980, for the song "Afraid for Love To Fade."
Apparently, without the knowledge and consent of petitioner Bayanihan, Chan

authorized his co-respondent BMG Records (Pilipinas) [BMG] to record and

distribute the aforementioned musical compositions in a then recently
released album of singer Lea Salonga.
In separate letters both dated December 7, 1999, petitioner Bayanihan informed

respondents Chan and BMG of its existing copyrights over the subject musical
compositions and the alleged violation of such right by the two . Demands were made
on both to settle the matter with Bayanihan. However NO SETTLEMENT WAS REACHED BY
THE PARTIES.
Hence, on August 8, 2000, Bayanihan filed with the Regional Trial Court at Quezon

City a complaint against Chan and BMG for violation of Section 216 of Republic
Act No. 8293, otherwise known as theIntellectual Property Code of the Philippines, with a
prayer for the issuance of Temporary Restraining Order (TRO) and/or writ of

preliminary injunction, enjoining respondent BMG from further recording and distributing the
subject musical compositions in whatever form of musical products, and Chan from further
granting any authority to record and distribute the same musical compositions.
In its answer, BMG contended, among others, that: (1) the acts of recording and
publication sought to be enjoined had already been consummated, thereby rendering
moot Bayanihan's prayer for TRO and/or preliminary injunction; and (2) there is no clear
showing that petitioner Bayanihan would be greatly damaged by the refusal of the
prayed for TRO and/or preliminary injunction.
BMG also pleaded a cross-claim against its co-respondent Chan for violation of his
warranty that his musical compositions are free from claims of third persons, and a
counterclaim for damages against petitioner Bayanihan.
Chan, for his part, filed his own answer to the complaint, thereunder alleging that: (1) it was

NEVER HIS INTENTION to divest himself of all his rights and interest over the
musical compositions in question; (2) the contracts he entered into with Bayanihan are

MERE MUSIC PUBLICATION AGREEMENTS giving Bayanihan, as assignee, the power to

administer his copyright over his two songs and to act as the exclusive publisher thereof; (3) he

was NOT COGNIZANT OF THE APPLICATION made by and the subsequent grant of
copyrights to Bayanihan; and (4) Bayanihan was remissed in its obligations under
the contracts because it FAILED TO EFFECTIVELY ADVERTISE HIS MUSICAL
COMPOSITIONS for almost twenty (20) years , hence, he caused the rescission of said
contracts in 1997. Chan also included in his answer a counterclaim for damages against
Bayanihan.
After hearing the parties, the lower court came out with an order denying Bayanihan's
prayer for TRO, saying, thus:
After carefully considering the arguments and evaluating the evidence presented by
counsels, this Court finds that the plaintiff has not been able to show its
entitlement to the relief of TRO as prayed for in its verified complaint
(see Section 4, Rule 58 of the 1997 Rules of Civil Procedure, as amended), hence, this
Court is of the considered and humble view that the ends of justice shall be served better
if the aforecited application is denied.
IN VIEW OF THE FOREGOING, the aforecited application or prayer for the issuance of a
TRO is denied.
SO ORDERED.
Thereafter, the same court, in its subsequent Order dated August 24, 2001,[2]
denied Bayanihan's prayer for a writ of preliminary injunction, to wit:

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likewise

After carefully going over the pleadings and the pertinent portions of the records insofar
as they are pertinent to the issue under consideration, this Court finds that the plaintiff
has not been able to show its entitlement to the relief of preliminary injunction

as prayed for in its verified complaint (seeSection 4, Rule 58 of the 1997 Rules of
Civil Procedure, as amended), hence, this Court is of the considered and humble view
that the ends of justice shall be served better if the aforecited application is denied, (see
also Order dated July 16, 2001).
IN VIEW OF THE FOREGOING, the application or prayer for the issuance of a writ of
preliminary injunction is denied.
SO ORDERED.
Its motion for a reconsideration of the same order having been likewise denied by the
trial court in its next Order of January 10, 2002,[3] petitioner Bayanihan then went to
the Court of Appeals on a petition for certiorari, thereat docketed as CA-G.R. SP No.
69626, imputing grave abuse of discretion on the part of the trial court in issuing the Orders of
August 24, 2001 and January 10, 2001, denying its prayers for a writ of preliminary injunction
and motion for reconsideration, respectively.
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In the herein assailed Decision dated December 14, 2004, the Court of Appeals upheld the
challenged orders of the trial court and accordingly dismissed Bayanihan petition ,
thus:
WHEREFORE, finding neither flaw of jurisdiction nor taint of grave abuse of discretion in
the issuance of the assailed Orders of the respondent court dated August 24, 2001 and
January 10, 2002, the instant petition is DISMISSED. No costs.
SO ORDERED.[4]

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Hence, Bayanihan's present recourse.

It is petitioner's submission that the appellate court committed reversible error when it dismissed
its petition for certiorari and upheld the trial court's denial of its application for a writ of
preliminary injunction. Petitioner insists that AS ASSIGNEE of the copyrights over the

musical compositions in question, it HAS A CLEAR LEGAL RIGHT to a writ of

preliminary injunction; that respondents BMG and Chan VIOLATED its copyrights over
the same musical compositions; that despite knowledge by respondent BMG of
petitioner's copyrights over the said musical compositions, BMG continues to record
and distribute the same, to petitioner's great and irreparable injury.
We DENY.
We have constantly reminded courts that there is no power, the exercise of which is more
delicate and requires greater caution, deliberation and sound discretion, or which is more
dangerous in a doubtful case, than the issuance of an injunction. A court should, as much as
possible, avoid issuing the writ which would effectively dispose of the main case without trial.
Here, nothing is more evident than the trial court's abiding awareness of the extremely difficult
balancing act it had to perform in dealing with petitioner's prayer for injunctive reliefs.

Conscious, as evidently it is, of the fact that there is manifest abuse of discretion in the issuance
of an injunctive writ if the following requisites provided for by law are not present :
(1) there must be a right in esse or the existence of a right to be protected; and (2) the
act against which the injunction is to be directed is a violation of such right,[5] the trial
court threaded the correct path in denying petitioner's prayer therefor. For, such a writ should
only be granted if a party is clearly entitled thereto.[6]
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Of course, while a clear showing of the right to an injunctive writ is necessary albeit its existence
need not be conclusively established, [7] as the evidence required therefor need not be
conclusive or complete, still, for an applicant, like petitioner Bayanihan, to be entitled to the
writ, he is required to show that he has the ostensible right to the final relief prayed
for in its complaint.[8] Here, the trial court did not find ample justifications for the issuance of
the writ prayed for by petitioner.
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Unquestionably, respondent Chan, being UNDENIABLY THE COMPOSER AND

AUTHOR of the lyrics of the two (2) songs, IS PROTECTED by the mere fact
alone that he is the creator thereof , conformably with Republic Act No. 8293,
otherwise known as the Intellectual Property Code, Section 172.2 of which reads:
172.2. Works are protected BY THE SOLE FACT OF THEIR CREATION, irrespective of their
mode or form of expression, as well as of their content, quality and purpose.
An examination of petitioner's verified complaint in light of the two (2) contracts sued upon and
the evidence it adduced during the hearing on the application for preliminary injunction, yields
not the existence of the requisite right protectable by the provisional relief but rather a

lingering doubt on whether there is or there is no such righ t. The two contracts
between petitioner and Chan relative to the musical compositions subject of the suit contain the
following identical stipulations:
7.
It is also hereby agreed to by the parties herein that in the event the PUBLISHER
[petitioner herein] fails to use in any manner whatsoever within two (2) years any of the
compositions covered by this contract, then such composition may be released in favor of the
WRITER and excluded from this contract and the PUBLISHER shall execute the necessary release
in writing in favor of the WRITER upon request of the WRITER;
xxx

xxx

xxx

9.
This contract may be renewed for a period of two-and-one-half (2 1/2) years at the option
of the PUBLISHER. Renewal may be made by the PUBLISHER by advising the WRITER of such
renewal in writing at least five (5) days before the expiration of this contract. [9]
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two (2) contracts expired on October 1,

1975 and March 11, 1978, respectively, there being neither an allegation,
much less proof, that petitioner Bayanihan ever made use of the
compositions within the two-year period agreed upon by the parties.
It

would

thus

appear

that

the

Anent the copyrights obtained by petitioner on the basis of the selfsame two (2) contracts,
suffice it to say 'that such purported copyrights are not presumed to subsist in accordance with
Section 218[a] and [b], of the Intellectual Property Code,[10] because respondent Chan had
put in issue the existence thereof.
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It is noted that Chan revoked and terminated said contracts, along with

others, on July 30, 1997, or almost TWO YEARS BEFORE petitioner

Bayanihan wrote its sort of complaint/demand letter dated December 7,
1999 regarding the recent "use/recording of the songs 'Can We Just Stop and Talk A While' and
'Afraid for Love to Fade,'" or almost three (3) years before petitioner filed its complaint on
August 8, 2000, therein praying, inter alia, for injunctive relief. By then, it would appear

that petitioner had NO MORE RIGHT that is protectable by injunction .

Lastly, petitioner's insinuation that the trial court indulged in generalizations and was rather
skimpy in dishing out its reasons for denying its prayer for provisional injunctive relief, the same
deserves scant consideration. For sure, the manner by which the trial court crafted its challenged
orders is quite understandable, lest it be subjected to a plausible suspicion of having prejudged
the merits of the main case.
WHEREFORE, petition is hereby DENIED. SO ORDERED.