Group 4
Karen M. Francisco
Baby Rosel L. Egloso
Krishia Mae O. Fernan
Erma Mae J. Gabato
Case Digest 1
Title LILIBETH SUNGA-CHAN and CECILIA SUNGA, petitioners,
vs.
LAMBERTO T. CHUA, respondent.
Date and Case Number G.R No. 143340
August 15, 2001
Facts of the Case
A partnership conducted by Lamberto T. Chua and Jacinto L. Sunga started a business of
liquefied petroleum gas in 1977. The business, under the name, Shellite Gas Appliance Center
(Shellite), was registered as a sole proprietorship in the name of Jacinto, albeit the partnership
arrangement called for equal sharing of the net profit.
After Jacinto's death in 1989, his widow, petitioner Cecilia Sunga, and married daughter,
petitioner Lilibeth Sunga-Chan, continued with the business without Chua's consent. Chua's
subsequent repeated demands for accounting and winding up went unheeded, prompting him to
file on June 22, 1992 a Complaint for Winding Up of a Partnership Affairs, Accounting,
Appraisal and Recovery of Shares and Damages with Writ of Preliminary Attachment, docketed
as Civil Case No. S-494 of the RTC in Sindangan, Zamboanga del Norte and raffled to Branch
11 of the court.
After trial, the RTC rendered, on October 7, 1997, judgment finding for Chua, as plaintiff. The
RTC's decision would subsequently be upheld by the CA in CA-G.R. CV No. 58751 and by this
Court per its Decision dated August 15, 2001 in G.R. No. 143340. The corresponding Entry of
Judgment would later issue, declaring the October 7, 1997 RTC decision final and executory as
of December 20, 2001.
However, that the amended writ of execution could not be immediately implemented, for, in an
omnibus motion of April 3, 2002, Chua, inter alia, asked the trial court to commission a certified
public accountant (CPA) to undertake the accounting work and inventory of the partnership
assets if petitioners refuse to do it within the time set by the court. Chua later withdrew his
motion and instead asked for the admission of an accounting report prepared by CPA Cheryl A.
Gahuman. In the report under the heading, Computation of Claims,Chua's aggregate claim,
arrived at using the compounding-of-interest method, amounted to PhP 14,277,344.94.
Subsequently, the RTC admitted and approved the computation of claims in view of petitioners'
failure and refusal, despite notice, to appear and submit an accounting report on the winding up
of the partnership on the scheduled hearings on April 29 and 30, 2002.
After further lengthy proceedings, petitioners, on September 24, 2002, submitted their own CPAcertified valuation and accounting report. In it, petitioners limited Chua's entitlement from the
winding up of partnership affairs to an aggregate amount of PhP 3,154,736.65 only. Chua, on the
other hand, submitted a new computation, this time applying simple interest on the various items
covered by his claim. Under this methodology, Chua's aggregate claim went down to PhP
8,733,644.75.
On November 6, 2002, the RTC issued a Resolution, rejecting the accounting report petitioners
submitted, while approving the new computation of claims Chua submitted. In due time,
petitioners went to the CA on a petition for certiorari under Rule 65, assailing the November 6,
2002 and January 7, 2003 resolutions of the RTC, the recourse docketed as CA-G.R. SP No.
75688.
Issues of the Case
Hence, the instant petition with petitioners raising the following issues for our consideration:
I.
II.
III.
Whether or not the Regional Trial Court can [impose] interest on a final judgment of
unliquidated claims.
Whether or not the Sheriff can enforce the whole divisible obligation under judgment
only against one Defendant.
Whether or not the absolute community of property of spouses Lilibeth Sunga Chan with
her husband Norberto Chan can be lawfully made to answer for the liability of Lilibeth
Chan under the judgment.
Ruling
As stated at the outset, the CA, in the herein assailed Decision of November 6, 2003, denied the
petition for certiorari. The CA predicated its denial action on the ensuing main premises:
1. Petitioners, by not appearing on the hearing dates, i.e., April 29 and 30,
2002, scheduled to consider Chua's computation of claims, or rendering, as
required, an accounting of the winding up of the partnership, are deemed to
have waived their right to interpose any objection to the computation of
claims thus submitted by Chua.
2. The 12% interest added on the amounts due is proper as the unwarranted
keeping by petitioners of Chua's money passes as an involuntary loan and
forbearance of money.
3. The reiterative arguments set forth in petitioners' pleadings below were part
of their delaying tactics. Petitioners had come to the appellate court at least
thrice and to this Court twice. Petitioners had more than enough time to
question the award and it is now too late in the day to change what had
become final and executory.
The complaint impulsed to Chua for winding up of partnership affairs, accounting, appraisal, and
recovery of shares and damages is clearly a suit to enforce a joint and several obligations on the
part of petitioners. Under Art. 1207. The concurrence of two or more creditors or of two or more
debtors in one and the same obligation does not imply that each one of the former has a right to
demand, or that each of the latter is bound to render, entire compliance with the prestation. There
is solidary liability only when the obligation expressly states, or when the law or the nature of the
obligation requires solidarity.
Source:
https://lawphil.net/judjuris/juri2001/aug2001/gr_143340_2001.html
Case Digest 2
Title: MARJORIE TOCAO and WILLIAM T. BELO, petitioners,
vs.
COURT OF APPEALS and NENITA A. ANAY, respondents.
Date and Case Number: October 4, 2000
G.R. No. 127405
Facts of the Case:
Private respondent Nenita A. Anay, a marketing adviser for Technolux in Bangkok, Thailand,
contacted petitioner William T. Belo, then the vice-president for operations of Ultra Clean Water
Purifier, through her former employer in Bangkok. Belo introduced Anay to petitioner Marjorie
Tocao, who expressed an interest in forming a joint venture with her to import and distribute
kitchen cookwares in the Philippines. Because of her experience and established relationship
with West Bend Company, a manufacturer of kitchen wares in Wisconsin, USA, Belo
volunteered to finance the joint venture and assigned Anay the job of marketing the product.
Under the joint venture, Belo acted as capitalist, Tocao as president and general manager, and
Anay as head of the marketing department and later, vice-president for sales.
Tocao hired and fired personnel, established commissions and/or salaries, and assigned them to
different branches, while Anay coordinated the administrative staff and sales force.
Anay would be entitled to:
(1) 10% of the business's annual net profits;
(2) an overriding commission of 6% of total weekly production;
(3) 30% of the sales she would make; and
(4) 2% for her demonstration services, as per the parties. On the strength of Belo's claims that he
was serious, dependable, and honest when it came to financial commitments, the agreement was
not reduced to writing.
The cookware business took off successfully when Anay secured the distributorship of West
Bend Company cookware products and coordinated the administrative personnel and sales force.
Geminesse Enterprise, a sole proprietorship established in Marjorie Tocao's name, was the
business name.
However, Marjorie Tocao had signed a letter addressed to the Cubao sales office on October 9,
1987, informing Anay that she was no longer the vice-president of Geminesse Enterprise.
Marjorie Tocao had forbidden her from holding office and organizing protests in both Makati and
Cubao offices, as shown in a note from Lina T. Cruz, marketing manager.
Anay tried to get in touch with Belo. She emailed him twice, requesting her overriding
commission for the period January 8, 1988, to February 5, 1988, as well as a business audit to
calculate her portion of the net profits. Anay continued to receive her 5% override fee until
December 1987. However, in the next year, 1988, she did not receive the same commission.
Nenita A. Anay filed a lawsuit for damages against Marjorie D. Tocao and William Belo before
the Makati Regional Trial Court on April 5, 1988.
Marjorie Tocao and Belo claimed in their response that the "supposed agreement" with Anay,
which was not reduced to writing or ratified, was either unenforceable, void, or non-existent. In
Belo's eyes, his sole purpose was to introduce Anay to Marjorie Tocao. There couldn't have been
a partnership because, as Anay admitted, Marjorie Tocao was the only proprietor of Geminesse
Enterprise. Anay should have filed her complaint with the Department of Labor, not the ordinary
court, because she was just acting as a marketing representative for Geminesse Enterprise for an
agreed remuneration, and her complaint addressed either her compensation or dismissal.
The trial court found that the plaintiff and defendants had entered into an oral partnership
agreement based on the following factors:
(a) there was an intention to form a partnership;
(b) a common fund was established through monetary and industrial contributions; and (c) there
was a joint interest in the profits.
The trial court further found that the payment of commissions did not prevent the existence of
the partnership. Article 1771 states that partnership may be constituted in any form, hence the
oral agreement is valid. However, Geminesse Enterprise was managed and operated by a lone
proprietor, or a partnership is not determined by the fact that it was registered in Marjorie Tocao's
name. The business name or style of Geminesse Enterprise was all that was registered with the
Bureau of Domestic Trade. The petitioners' appeal to the CA was denied.
Issue/s of the Case:
Whether or not a partnership existed between Marjorie Tocao, William T. Belo and Nenita A.
Anay
Rulings of the Case:
To be considered a juridical personality, a partnership must fulfill these requisites:
(1) two or more persons bind themselves to contribute money, property or industry to a common
fund; and
(2) intention on the part of the partners to divide the profits among themselves.
Article 1771. A partnership may be constituted in any form; a public instrument is necessary
only where immovable property or real rights are contributed thereto; in which case a public
instrument shall be necessary.
This implies that since a contract of partnership is consensual, an oral contract of partnership is
as good as a written one. Where no immovable property or real rights are involved, what matters
is that the parties have complied with the requisites of a partnership. The fact that there appears
to be no record in the Securities and Exchange Commission of a public instrument embodying
the partnership agreement pursuant to Article 1772 of the Civil Code did not cause the
nullification of the partnership.
Article 1768. The partnership has a juridical personality separate and distinct from that of each of
the partners, even in case of failure to comply with the requirements of article 1772, first
paragraph.
Petitioners acknowledge that private respondent possessed the necessary expertise to operate a
cookware distribution business. Because the private respondent contributed such experience to
the partnership, she was deemed the industrial or managing partner under the legislation. The
partnership was capable of launching the business of distributorship of the West Bend
Company's cookware items due to her reputation, and the business was propelled to financial
success owing to the same efforts. Third parties were led to assume that a partnership had been
formed between petitioners and private respondents by the way the business was set up.
Petitioners and private respondent did not have an employer-employee relationship as a result of
the business partnership operated under Geminesse Enterprise. Tocao confirmed that Anay, like
her, earned only commissions, transportation, and representation allowances, not a fixed salary,
and that Anay had a voice in the management of the cookware distributorship's affairs. Each
partner in a partnership must share in the venture's profits and losses, with the exception of the
industrial partner, who is not accountable for losses. Anay had the right as an industrial partner to
seek a proper accounting of the business and a share of the net profit.
The fact that they operated under the name Geminesse Enterprise, a sole proprietorship. The
petitioner Tocao's various business activities, which included the distribution of cookware, were
referred to by this corporate name solely for practical purposes.
A simple dispute or misunderstanding between partners does not convert the partnership into a
profit - making entity. The partnership will continue to exist until it is legally dissolved. Because
the petitioners' and private respondent's engagement has no specified term, thus a partnership at
will based on their mutual desire and consent, it can be dissolved by a partner's will.
Petitioners Tocao's unilateral withdrawal of private respondent from the partnership is supported
by her memo to the Cubao office, which states unequivocally that private respondent was no
longer vice-president for sales of Geminesse Enterprise as on October 9, 1987. Petitioner Tocao
withdrew from the partnership and regarded herself to have ceased to be connected with the
partnership in the conduct of business as a result of that document. The partnership, however,
was not terminated as a result; it continued until the business was ended up.
Thus, the Court ruled:
WHEREFORE, the instant petition for review on certiorari is DENIED. The partnership among
petitioners and private respondent is ordered dissolved, and the parties are ordered to effect the
winding up and liquidation of the partnership pursuant to the pertinent provisions of the Civil
Code. This case is remanded to the Regional Trial Court for proper proceedings relative to said
dissolution.
Source: https://lawphil.net/judjuris/juri2000/oct2000/gr_127405_2000.html
Case Digest 3
Title LIM TONG LIM, petitioner,
vs.
PHILIPPINE FISHING GEAR INDUSTRIES, INC., respondent.
Date and Case Number
November 3, 1999
G.R. No. 136448
Facts of the Case
On February 7, 1990, Antonio Chua and Peter Yao entered into a contract in name Ocean Quest
Fishing Corporation for the purchase of fishing nets from respondent Philippine Fishing Gear
Industries, Inc. Chua and Yao claimed that they were engaged in a business venture with
petitioner Lim Tong Lim, who, however, was not a signatory to the contract. The total price of
the nets amounted to P532,045. Four hundred pieces of floats worth P68,000 were also sold to
the Corporation. The buyers failed to pay for the fishing nets. Respondent filed a collection
against Chua, Yao and petitioner Lim in their capacities as general partners because it turned out
that Ocean Quest Fishing Corporation is a non-existent corporation. On September 20,1990, the
trial court issued a Writ of Preliminary Attachment, which the sheriff enforced by attaching the
fishing nets. The trial court rendered its decision ruling that respondent was entitled to the Writ
of Attachment and that Chua, Yao and Lim, as general partners, were jointly liable to pay
respondent. Lim appealed to the Court of Appeals, but the appellate court affirmed the decision
of the trial court that petitioner Lim is a partner and may thus be held liable as such. Hence, the
present petition. Petitioner claimed that since his name did not appear on any of the contracts and
since he never directly transacted with the respondent corporation, ergo, he cannot be held liable.
a)
That the parties plaintiffs & Lim Tong Lim agree to have the four (4) vessels sold in the
amount of P5,750,000.00 including the fishing net. This P5,750,000.00 shall be applied as full
payment for P3,250,000.00 in favor of JL Holdings Corporation and/or Lim Tong Lim;
b)
If the four (4) vessel[s] and the fishing net will be sold at a higher price than
P5,750,000.00 whatever will be the excess will be divided into 3: 1/3 Lim Tong Lim; 1/3
Antonio Chua; 1/3 Peter Yao;
c)
If the proceeds of the sale the vessels will be less than P5,750,000.00 whatever the
deficiency shall be shouldered and paid to JL Holding Corporation by 1/3 Lim Tong Lim; 1/3
Antonio Chua; 1/3 Peter Yao.
The trial court noted that the Compromise Agreement was silent as to the nature of their
obligations, but that joint liability could be presumed from the equal distribution of the profit and
loss.
Lim appealed to the Court of Appeals (CA) which, as already stated, affirmed the RTC.
Issues of the Case
I
THE COURT OF APPEALS ERRED IN HOLDING, BASED ON A COMPROMISE
AGREEMENT THAT CHUA, YAO AND PETITIONER LIM ENTERED INTO IN A
SEPARATE CASE, THAT A PARTNERSHIP AGREEMENT EXISTED AMONG THEM.
II
SINCE IT WAS ONLY CHUA WHO REPRESENTED THAT HE WAS ACTING FOR
OCEAN QUEST FISHING CORPORATION WHEN HE BOUGHT THE NETS FROM
PHILIPPINE FISHING, THE COURT OF APPEALS WAS UNJUSTIFIED IN IMPUTING
LIABILITY TO PETITIONER LIM AS WELL.
III
THE TRIAL COURT IMPROPERLY
ATTACHMENT OF PETITIONER LIM'S GOODS.
ORDERED
THE
SEIZURE
AND
In determining whether petitioner may be held liable for the fishing nets and floats from
respondent, the Court must resolve this key issue: whether by their acts, Lim, Chua and Yao
could be deemed to have entered into a partnership.
Ruling of the Case
The Petition is devoid of merit.
“First and Second Issues:Existence of a Partnership and Petitioner's Liability”
The evidence establishes that all the defendants including herein appellant Lim Tong Lim
undertook a partnership for a specific undertaking, that is for commercial fishing. The ultimate
undertaking of the defendants was to divide the profits among themselves which is what a
partnership essentially is . . . . By a contract of partnership, two or more persons bind themselves
to contribute money, property or industry to a common fund with the intention of dividing the
profits among themselves (Article 1767, New Civil Code).
Art. 1767 — By the contract of partnership, two or more persons bind themselves to contribute
money, property, or industry to a common fund, with the intention of dividing the profits among
themselves.
From the preceding facts, it is clear that there was, among petitioners, Chua and Yao, a
partnership engaged in the fishing business. They purchased the boats, which constituted the
main assets of the partnership, and they agreed that the proceeds from the sales and operations
thereof would be divided among them.
Compromise Agreement Not the Sole Basis of Partnership
Arguments of the petitioner stated that the appellate court's sole basis for assuming the existence
of a partnership was the Compromise Agreement. He also claims that the settlement was entered
into only to end the dispute among them, but not to adjudicate their preexisting rights and
obligations. His arguments are baseless.The Compromise Agreement was but an embodiment of
the relationship extant among the parties prior to its execution.
Petitioner Was a Partner, Not a Lessor
The court was not convinced by petitioner's argument that he was merely the lessor of the boats
to Chua and Yao, not a partner in the fishing venture. His argument allegedly finds support in the
Contract of Lease and the registration papers showing that he was the owner of the boats,
including F/B Lourdes where the nets were found.
Corporation by Estoppel
Sec. 21.
Corporation by estoppel. — All persons who assume to act as a corporation
knowing it to be without authority to do so shall be liable as general partners for all debts,
liabilities and damages incurred or arising as a result thereof: Provided however, That when any
such ostensible corporation is sued on any transaction entered by it as a corporation or on any
tort committed by as such, it shall not be allowed to use as a defense its lack of corporate
personality.
Thus, even if the ostensible corporate entity is proven to be legally nonexistent, a party may be
estoppel from denying its corporate existence. "The reason behind this doctrine is obvious — an
unincorporated association has no personality and would be incompetent to act and appropriate
for itself the power and attributes of a corporation as provided by law; it cannot create agents or
confer authority on another to act in its behalf; thus, those who act or purport to act as its
representatives or agents do so without authority and at their own risk. And as it is an elementary
principle of law that a person who acts as an agent without authority or without a principal is
himself regarded as the principal, possessed of all the right and subject to all the liabilities of a
principal, a person acting or purporting to act on behalf of a corporation which has no valid
existence assumes such privileges and obligations and becomes personally liable for contracts
entered into or for other acts performed as such agent.
Third Issue:Validity of Attachment
Lastly, petitioner claims that the Writ of Attachment was improperly issued against the nets and
agrees with the Court of Appeals that this issue is now moot and academic.Hence, the issuance
of the Writ to assure the payment of the price stipulated in the invoices is proper. Besides, by
specific agreement, ownership of the nets remained with Respondent Philippine Fishing Gear,
until full payment thereof.
WHEREFORE, the Petition is DENIED and the assailed Decision AFFIRMED. Costs against
petitioner.
Source
https://lawphil.net/judjuris/juri1999/nov1999/gr_136448_1999.html
Case Digest 4
Title: FELIMON MANGUIOB, petitioner,
vs.
JUDGE PAUL T. ARCANGEL, RTC, BRANCH 12, DAVAO CITY and ALEJANDRA
VELASCO, respondents.
Date and Case Number: G.R No. 152262
February 15, 2012
Facts of the Case
Petitioner Felimon Manguiob and respondent Alenjandra Velasco entered into a partnership on
May 3, 1994 under the name “Baculin Enterprise”. This partnership was established to buy and
sell agricultural and forest products and to operate a general merchandise store located at
Baculin, Baganga, Davao Oriental. Velasco was a capitalist partner, contributing the warehouse
and the store to be used by the business and Manguiob was an industrial partner, managing the
partnership business’ operations.
On September 14, 1994, the business stopped operating and the partnership was considered
dissolved.
Velasco then filed a complaint against Manguiob before the RTC, Branch 12 of Davao City on
December 12, 1994 for Sum of Money, Accounting, and Damages, alleging that the actual cash
on hand managed by Manguiob did not reflect the financial profitability based on the Baculin
Enterprise records. Velasco had the records audited, which showed that Baculin Enterprises made
a net profit of at least ₱ 252,673.50 from May 1994 to September 14, 1994. According to
stipulation, respondent was entitled to 60% of this, amounting to P151,604.10, while petitioner
was entitled to 40%, equivalent to ₱ 101,069.40. Velasco asked that Manguiob return the amount
of ₱ 203,156.30, representing the balance of her P320,000.00 capital investment, as Manguiob
returned only the amount of P116,843.20.
Velasco asked the trial court to direct Manguiob to comply with the following:
(1) Pay plaintiff the amount of P354,760.00
(2) Pay plaintiff 10% a month of the P354,760.00 as unrealized profit
(3) Account the money used for personal business
(4) Pay plaintiff P25,000 for attorney’s fees
In response, Manguiod denied receiving P320,000, stating that Velasco only infused the sum of ₱
200,000.00 into their partnership. He also stated that he had no control nor possession of the
partnership cash as Velasco was the one who received the proceeds of the deliveries he made to
Interco Davao. Manguiod claimed that the P116,843.20 he gave to Velasco was not part of her
capital investment but was a remittance of the proceeds from his deliveries. Manguiob said
Velasco's monetary claim had no basis since she was practically in control of the partnership's
finances.
On October 18, 1995, Velasco and Manguiob jointly submitted to the RTC a "Partial Stipulation
of Facts and Statement of the Issues," with the pertinent section quoted as follows:
The Facts
1. The plaintiff and defendant established a Partnership on May 3, 1994 to engage in the Buy and
Sell of Agricultural products and operation of a General Merchandise Store at Baculin, Baganga,
Davao Oriental.
2. The partnership has ceased to operate and for all intents and purposes considered dissolved as
of September 14, 1994;
3. As per records submitted by the defendant, from May 8, 1994 to September 9, 1994 the
amount of copra purchased is ₱ 1,261,418.45.
4. From May 31, 1994 up to September 10, 1994, the total copra sales amounted to ₱
1,430,904.40, net of hauling expenses.
5. From May 1994 to September 14, 1994 the total sales of General Merchandise as per records
of the defendant is ₱ 930,640.50.
On March 5, 1999, the RTC rendered its Decision in favor of Velasco, ruling that the capital
contributed by Velasco to the partnership amounting to P400,000 is backed by clear and
convincing evidence. Manguiob is to pay a sum of P498,245.52 as principal plus interest at a rate
of 12% per annum starting from September 15, 1994 until the full amount is paid. Attorney’s
fees and costs of suit amounting to P25,000.00 is also to be paid by Manguiob.
Manguiob appealed this decision to the Court of Appeals, assigning the following errors:
I.
THAT THE LOWER COURT GRAVELY ERRED IN ORDERING DEFENDANT TO
PAY PLAINTIFF THE SUM OF ₱ 498,245.52 AS THE PROCEEDS OF COPRA
SALES WHICH THE PLAINTIFF HAD TAKEN FROM DEFENDANT AMOUNTED
TO ₱ 453,859.10 AND THAT THE NET INCOME OF THE PARTNERSHIP OF THE
PLAINTIFF AND DEFENDANT AMOUNTED TO ₱ 191,999.88 TO WHICH
II.
III.
PLAINTIFF'S SHARE IS 60% AND THE SHARE OF THE DEFENDANT FROM
SAID NET INCOME IS 40%
THAT THE LOWER COURT GRAVELY ERRED IN ORDERING DEFENDANT TO
PAY PLAINTIFF THE INTEREST ON THE ALLEGED PRINCIPAL ACCOUNT OF ₱
498,245.52 AT THE RATE OF 12% PER ANNUM FROM SEPTEMBER 15, 1994
UNTIL THE FULL ACCOUNT IS PAID, AS THERE IS NO WRITTEN
STIPULATION AS TO THE PAYMENT OF INTEREST IN ACCORDANCE WITH
ARTICLE 1956 OF THE NEW CIVIL CODE OF THE PHILIPPINES
THAT THE LOWER COURT GRAVELY ERRED IN ORDERING DEFENDANT TO
PAY PLAINTIFF ₱ 25,000.00 AS ATTORNEY'S FEES, AS NO RIGHT TO SUCH FEE
ACCRUE IN THE CASE AT BAR IN ACCORDANCE WITH ART. 2208 OF THE
NEW CIVIL CODE OF THE PHILIPPINES.
On August 31, 2001, the Court of Appeals modified the RTC's decision with respect to the
amount due Velasco, the rate of interest imposable, and the award of attorney's fees deleted.
The Court of Appeals concluded that Velasco withheld the total net amount of P113,558.95 and
Manguiob received and retained a total of P432,067.05, inclusive of the P400,000.00 capital
infused by Velasco. The Court of Appeals agreed with the findings that the partnership generated
a profit of ₱ 191,999.98 that Velasco was entitled to 60% or ₱ 115,199.92, according to the
parties’ agreement. The Court of Appeals also stated that since Velasco retained ₱ 113,558.95 out
of the ₱ 115,199.92 due her, Manguiob should only remit to her the difference of ₱ 1,640.97, in
addition to her ₱ 400,000.00 capital investment.
On October 11, 2001, Manguiob moved for the Court of Appeals to reconsider its Decision,
asking that the value of the non-cash assets be deducted from the amount he is obligated to return
to Velasco. This was denied in a Resolution dated January 25, 2002.
Issue/s of the Case
In this petition seeking to modify the August 31, 2001 Decision and January 25, 2002 Resolution
of the Court of Appeals, the following issue was raised:
I.
II.
Whether or not the lower courts made grave issues in the facts and amounts presented
Whether or not the value of the non-cash assets should be deducted from what the
petitioner was adjudged to pay the respondent
Ruling of the Case
Both the RTC and the Court of Appeals found that a partnership had indeed existed between
Manguiob and Velasco, and that it was dissolved, upon Velasco's option, on September 14, 1994.
The lower courts ordered Manguiob to return to Velasco her capital contribution of ₱ 400,000.00,
as established during the trial and evidenced by receipts signed by Manguiob or his wife; and the
amount of ₱ 115,199.92, representing her 60% share in the net profits, based on the income
statement prepared by the parties' accountants.
The issue raised by Manguiob requires the Court to review and evaluate the evidence on record
and receive new evidence to decide the issue of whether the value of the non-cash assets should
be deducted from what Manguiob was adjudged to pay Velasco. This issue then is one of fact,
and one that is impermissible, as this Court is not a trier of facts.
Records show that this issue was not even submitted by the parties during the trial of the case
despite their conflicting allegations on these assets' condition. It is settled that issues not raised
timely in the proceedings before the trial court cannot be considered on review or appeal as to do
so would be to trample on the basic rules of fair play, justice, and due process.
Both lower courts agreed on the values and figures the parties' accountants submitted to the RTC,
they differed in the amount supposedly retained by Velasco, and thus eventually deducted from
the capital investment Manguiob was ordered to return to her.
As for the unchallenged rulings of the Court of Appeals, including the deletion of the award of
attorney's fees, there is no reason to disturb the same.
Thus, the Court ruled:
WHEREFORE, the Decision of the Court of Appeals in CA-G.R. CV No. 64147 is hereby
AFFIRMED with the MODIFICATION that petitioner is obliged to pay private respondent the
amount of ₱ 398,245.52 representing the balance of the latter's capital contribution plus her 60%
share in the net profits of Baculin Enterprises.
Source: https://lawphil.net/judjuris/juri2012/feb2012/gr_152262_2012.html