Can Corporations Hire Optometrists? The Corporate Practice of Professions in the Philippines

The question of whether a corporation can engage in the practice of a profession has long been a point of contention in Philippine law. Traditionally, professions requiring personal skill and licensure are reserved for natural persons. However, in Samahan ng Optometrists sa Pilipinas v. Acebedo International Corporation (G.R. No. 117097, March 21, 1997), the Supreme Court clarified an important distinction: a corporation may hire licensed professionals without itself being considered to practice the profession.

The Facts of the Case

Acebedo International Corporation, a business engaged in selling optical wares, lenses, and eyeglasses, applied for a mayor's permit to open a branch in Candon, Ilocos Sur. The local chapter of the Samahan ng Optometrists sa Pilipinas opposed the application, arguing that Acebedo, as a juridical entity, was not qualified to practice optometry.

An ocular inspection of the proposed branch revealed an examination room with optical equipment, an optical laboratory, and a banner advertising free eye consultations. The committee created by the mayor denied the permit, ruling that Acebedo's operations constituted the practice of optometry. The trial court agreed, holding that the corporation was effectively practicing optometry through its personnel.

The Court of Appeals reversed, and the case reached the Supreme Court.

The Core Issue

The central question was whether a corporation engaged in selling optical products, which employs licensed optometrists to examine customers' eyes and determine proper lens prescriptions, could be considered as practicing optometry in violation of the Optometry Law.

The petitioners argued that allowing corporations to employ optometrists was an indirect violation of the rule against corporations exercising professions reserved only for natural persons.

The Supreme Court's Ruling

The Supreme Court dismissed the petition and upheld the Court of Appeals' decision. The Court ruled that a corporation does not practice optometry merely because it employs licensed optometrists.

The Court reasoned that Acebedo's business was the buying, importing, and selling of eyeglasses and lenses—not the determination of proper lenses itself. The optometrists employed by the corporation performed that professional function. The corporation simply provided the commercial setting where these professionals could serve customers.

Significantly, the Court examined both the old Optometry Law (R.A. No. 1998) and the Revised Optometry Law (R.A. No. 8050) and found no provision in either statute prohibiting corporations from hiring optometrists. The prohibition in these laws was addressed to natural persons who must hold valid certificates of registration. A corporation, being an artificial entity, cannot take licensure examinations and cannot itself be registered as an optometrist.

The Limits of the Corporate Practice Doctrine

This ruling does not mean corporations may freely practice any profession. The Court's decision rests on a careful reading of the specific statutes governing optometry. The prohibition against unauthorized practice is directed at individuals who lack the required license. Where the law does not expressly forbid corporations from employing licensed professionals, the mere act of hiring them does not constitute the corporation's own practice of the profession.

The Court also noted that for the petitioners' argument to succeed, there would need to be a clear showing that the Optometry Law intended to prohibit the formation of "optometry corporations." No such intent was found in the text of the law.

Practical Takeaways

• Corporations may employ licensed professionals such as optometrists without automatically being deemed to practice the profession, provided the corporation's primary business is the sale of goods and the professional service is incidental to that business.
• The corporate practice of professions doctrine is not absolute. Whether a corporation violates professional regulations depends on the specific language of the governing statute and the nature of the corporation's actual operations.
• Licensed professionals remain personally responsible for their professional acts. The license requirement applies to the individual practitioner, not to the corporate employer.
• Businesses should structure operations carefully. While hiring professionals is allowed, a corporation whose primary purpose is the delivery of professional services may face different legal scrutiny than one selling products.
• Statutes can change the rule. Congress may, through legislation, impose restrictions on corporate employment of professionals in specific fields. Businesses and professionals should monitor relevant regulatory developments.

This article is general information and not legal advice. For your specific situation, consult a lawyer or ask ASG Legal AI.