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June 30 AGENCY ESTANISLAO V CA Petitioner is appealing the decision of CA, which affirmed in toto the decision of RTC, ordering

him to render an accounting of the gasoline business which he entered into with his partners, his brothers and sisters at that. He was also ordered to give the shares of his partners from the income of the gasoline business, which was estimated at P150,000 per year. Estanislao and his brothers and sisters are lessors of land to Shell, and on April 11, 1966 they executed a joint affidavit in which they are taking advance rentals from Shell in the amount of P15,000 which they would apply as initial investment for their upcoming Shell dealership. Estanislao was appointed as the dealer because it was Shell's policy to appoint only one dealer. On May 26, 1966, a Cash Pledge Agreement was entered into between petitioner and Shell, stipulating that the P15,000 constituting the advance rentals of Shell would be applied instead as credit to cover advances of fuel to petitioner as dealer of gasoline. The agreement contained a provision that it cancels and supersedes the joint affidavit. When petitioner was no longer reporting to his partners how the business is going, his partners went to court and asked for an accounting and for their share in the profits. Petitioner lost at RTC and CA, hence this appeal. Petitioner's defense is that there is no partnership to speak of because the partnership had already been dissolved by virtue of the cash pledge agreement that canceled the original joint affidavit. The SC held that the thing that was being cancelled was obviously the P15,000 because there would be two references to the P15,000. In the joint affidavit, it was referred to as advanced rentals that will be applied as initial capital, while the cash pledge agreement said that it was to be applied instead as credit for fuel advances that the dealer might make during the course of the operation of the gasoline business. VARGAS AND CO. V CHAN HANG CHIU Vargas appealing the judgment of CFI which ruled in favor of Chan Hang Chiu in a suit for collection of a sum of money filed by the latter against Vargas. Vargas' defense is that Chan Hang Chiu did not serve summons on all of the partners of Vargas and instead served summons on just a managing partner; and even if the summons were made to the managing agent, it was not sufficient because such managing agent did not really have any powers of management or supervision to be competent to receive the service of the summons. Vargas said the lack of summons did not vest jurisdiction over the RTC over Vargas and Co. The SC held that Vargas is contradicting itself in filing the petition under the name of the partnership, then requiring that the summons be served on the individual members instead of to the partnership itself. It was held that the partnership has a separate personality apart from the members. On the 2nd contention, it was held that the testimony presented by Vargas was not sufficient to overturn the presumption that summons had been served as evidenced by the sheriff's certificate of service of summons.

NGO TIAN TEK AND NGO HAY V PHILIPPINE EDUCATION CO. INC. Ngo Tian Tek appealing the decision of CFI and CA which granted the petition for collection of a sum of money from Lee Guan Box Factory. The defense of Ngo Tian Tek is that the Lee Guan Box Factory is a separate entity from the Ngo Tian Tek and Ngo Hay partnership, which is named Modern Box Factory. Modern Box dealt in goods bought from Philippine Education Co. since 1925, then in 1930, Lee Guan Box was established just some meters away from Modern Box. Evidence was found that there were goods purchased in the name of Lee Guan Box that were delivered to the Modern Box, and that the owner of the two establishments are one and the same. The defense of Ngo Tian Tek is that he sold Lee Guan Box to Vicente Tan, aka Chan Sy, and that the liabilities of Chan Sy is his won, because Chan Sy was acting in his own name. The SC said that the findings of fact of the CA are conclusive upon the SC. Also even if the contracts were entered into by a factor of a commercial establishment known to belong to a well-known enterprise or association, it shall still be understood to be for the account of the owner of such association, provided that such contracts involve objects in the line and business of the establishment. Also, the lack of a power of attorney by Chan Sy does not operate to prejudice third person. There's also a contention that Philippine Education is a mere assignee for collection and thus could not bring suit on behalf of the other assignors, but the SC ruled that Ngo Tian Tek is not prejudiced by this because he would still be relieved of the obligation had he paid the assignee Philippine Education. ANG PUE AND CO. V SECRETARY OF COMMERCE Ang Pue appeals a dismissed petition for declaratory relief filed at the RTC. Ang Pue wants to be able to extend for another five years their partnership pursuant to their article of co-partnership which provides that after five years and upon the consent of the two partners, the partnership could be extended for another five years. Ang Pue was constituted on May 1, 1953. On June 19, 1954, the Retail Act, which limits only to Filipinos the retail business was enacted. The Retail Act allows partnerships of non-Filipinos to continue existing until the expiration of the said partnership. On April 1958, before the expiration of Ang Pue's term, the partners agreed to extend the life of the partnership. When they registered it to SEC, SEC refused to register, citing the Retail Act. Hence the petition to RTC which was denied and now being appealed in this case. SC held that the stipulation in the articles of partnership that it could be extended will still be subject to the laws that will be existing at the time that such extension is to be executed. Otherwise, such an extension would be a clear violation of the Retail Act. Also, organizing a partnership or a corporation is a privilege and not a right.

PASCUAL AND DRAGON V COMMISSIONER OF INTERNAL REVENUE Pascual and Dragon appealing CTA decision which found deficiency corporate income taxes against them in the amount of P107,000 during the years 1968 and 1970. The CIR found that the two bought 2 parcels of land in 1965, and three parcels of land in 1966. They sold the two parcels in 1968 and the three parcels in 1970, and realized provide of about P225,000. The corresponding capital gains tax were paid by the petitioners in 1973 and 1974 by availing of tax amnesties during those years. The CIR said that they formed an unregistered partnership which is liable to pay corporate income tax, aside from the income taxes of the individual partners therein. The defense is that the tax amnesty absolved them from the tax, even if it is adjudged that they indeed formed an unregistered partnership. The CTA said that the tax amnesty relieved them only of the individual income tax liability, but not the tax liability of the unregistered partnership. SC held that the case is different from Evangelista case, because the transactions were isolated. The coownership does not necessarily mean that they formed an unregistered partnership. Even if they shared in the gross proceeds in the sale, regardless of whether each of them had interests over what had been sold, does not ipso facto make them partners.

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