Professional Documents
Culture Documents
154486
December 1, 2010
FEDERICO JARANTILLA, JR., Petitioner,
vs.
ANTONIETA JARANTILLA, BUENAVENTURA REMOTIGUE,
substituted by CYNTHIA REMOTIGUE, DOROTEO JARANTILLA
and TOMAS JARANTILLA, Respondents.
LEONARDO-DE CASTRO, J.:
FACTS: The present case stems from the complaintfiled by Antonieta
Jarantilla against Buenaventura Remotigue, Cynthia Remotigue,
Federico Jarantilla, Jr., Doroteo Jarantilla and Tomas Jarantilla, for the
accounting of the assets and income of the co-ownership, for its
partition and the delivery of her share corresponding to eight percent
(8%), and for damages. Antonieta claimed that in 1946, she had
entered into an agreement with the defendants to engage in business
through the execution of a document denominated as
"Acknowledgement of Participating Capital. Antonieta also alleged
that she had helped in the management of the business they coowned without receiving any salary. Antonieta further claimed coownership of certain properties (the subject real properties) in the
name of the defendants since the only way the defendants could have
purchased these properties were through the partnership as they had
no other source of income. The respondents did not deny the
existence and validity of the "Acknowledgement of Participating
Capital" and in fact used this as evidence to support their claim that
Antonietas 8% share was limited to the businesses enumerated
therein. The respondents denied using the partnerships income to
purchase the subject real properties.
During the course of the trial at the RTC, petitioner Federico
Jarantilla, Jr., who was one of the original defendants, entered into a
compromise agreement17 with Antonieta Jarantilla wherein he
supported Antonietas claims and asserted that he too was entitled to
six percent (6%) of the supposed partnership in the same manner as
Antonieta was.
ISSUE: Whether or not the partnership subject of the
Acknowledgement of Participating Capital funded the subject real
properties.
HELD: Under Article 1767 of the Civil Code, there are two essential
elements in a contract of partnership: (a) an agreement to contribute
money, property or industry to a common fund; and (b) intent to divide
the profits among the contracting parties. The first element is
undoubtedly present in the case at bar, for, admittedly, all the parties
in this case have agreed to, and did, contribute money and property to
a common fund. Hence, the issue narrows down to their intent in
acting as they did. It is not denied that all the parties in this case have
agreed to contribute capital to a common fund to be able to later on
share its profits. They have admitted this fact, agreed to its veracity,
and even submitted one common documentary evidence to prove
such partnership - the Acknowledgement of Participating Capital. The
petitioner himself claims his share to be 6%, as stated in the
Acknowledgement of Participating Capital. However, petitioner fails to
realize that this document specifically enumerated the businesses
covered by the partnership: Manila Athletic Supply, Remotigue
Trading in Iloilo City and Remotigue Trading in Cotabato City.
Since there was a clear agreement that the capital the partners
contributed went to the three businesses, then there is no reason to
deviate from such agreement and go beyond the stipulations in the
document. There is no evidence that the subject real properties were
assets of the partnership referred to in the Acknowledgement of
Participating Capital. Petition denied.
The Supreme Court also noted that Ramirez cannot demand his
equity shares from Villareal and Carmelito because it should be the
partnership the partners and the partnership has a separate and
distinct personality.
In determining Ramirez share in the equity, losses must be accounted
for. He cannot ask for an amount equivalent to his capital contribution
especially in this case where the partnership incurred debts and
losses. At any rate, Ramirez share is 1/3 of whatever assets the
partnership still has after debts and losses are deducted. Hence there
is a need for a proper proceeding for the accounting, liquidation, and
distribution of the remaining partnership assets. A share in a
partnership can be returned only after the completion of the latters
dissolution, liquidation and winding up of the business.
On the issue of whether or not the turning over of the restaurant
equipments to Ramirez served as payment of the latters share, it is
wrong for Villarreal and Carmelito to assert that it served as a The Supreme Court also noted:
payment. Ramirez was merely made to believe that said equipments In determining whether a partnership exists, these rules shall apply:
are being stored in his place and not being given to him as payment.
(1) Except as provided by Article 1825, persons who are not partners
as to each other are not partners as to third persons;
(2) Co-ownership or co-possession does not of itself establish a
partnership, whether such co-owners or co-possessors do or do not
share any profits made by the use of the property;
(3) The sharing of gross returns does not of itself establish a
partnership, whether or not the persons sharing them have a joint or
common right or interest in any property which the returns are
derived;
(4) The receipt by a person of a share of the profits of a business is
prima facie evidence that he is a partner in the business, but no such
inference shall be drawn if such profits were received in payment:
(a) As a debt by installment or otherwise;
(b) As wages of an employee or rent to a landlord;
(c) As an annuity to a widow or representative of a deceased partner;
(d) As interest on a loan, though the amount of payment vary with the
profits of the business;
(e) As the consideration for the sale of a goodwill of a business or
other property by installments or otherwise.
only asto the result of his work, but also as to the means and methods
of accomplishing his work.
CA set aside the ruling of the NLRC.
ISSUE: Whether or not the relationship between Lirio and Genovia
was an informal partnership.HELD: No. It was not partnership but an
employer-employee relationship. CA decision affirmed.
Ratio:
The elements to determine the existence of an employment
relationship are: (a) the selection and engagement of the employee;
(b) the payment of wages; (c) the power of dismissal; and (d) the
employer's power to control theemployee's conduct. The most
important element is the employer's control of the employee's
conduct, not only asto the result of the work to be done, but also as to
the means and methods to accomplish it.
All the aforesaid elements are present and was proven by Genovia
through documentary evidence:
(a) a document denominated as "payroll" (dated July 31, 2001 to
March 15, 2002) certified correct bypetitioner which showed
that respondent received a monthly salary of P7,000.00 (P3,500.00
every 15thof the month and another P3,500.00 every 30th of the
month) with the corresponding deductions due to bsences incurred by
respondent; and (2) copies of petty cash vouchers, showing the
amounts hereceived and signed for in the payrolls.
Petitioner wielded the power to dismiss as respondent stated that he
was verbally dismissed bypetitioner, and respondent, thereafter, filed
an action for illegal dismissal against petitioner.
Petitioner certainly had the power to check on the progress and work
of respondent as stated in hisPosition Paper and that it was agreed
that he would help and teach respondent how to use the
studioequipment.
Lirio failed to prove that his relationship with respondent was one of
partnership. Such claim was not supportedby any written agreement:
In the payroll dated July 31, 2001 to March 15, 2002, there were
deductions
from
the
wages
of respondent for his absence from work, which negates petitioner's cl
aim that the wages paid wereadvances for respondents work in
the partnership.
It is a well-settled doctrine, that if doubts exist between the evidence
presented by the employer and theemployee, the scales of justice
must be tilted in favor of the latter. It is a time-honored rule that in
controversiesbetween a laborer and his master, doubts reasonably
arising from the evidence or in the interpretation of agreements and
writing should be resolved in the formers favor
Issue:
W/N Lyons, as half owner of the Carriedoproperty, involuntarily
became the owner or a co-partner of an undivided interest in the San On October 9, 1987, Anay learned that Marjorie Tocao had signed a
JuanEstate, which was acquired partly by the moneyobtained through letteraddressed to the Cubao sales office to the effect that she was no
an encumbrance placed on theCarriedo property. No
longer the vice-president of Geminesse Enterprise.
Held:
Under our law, a trust does not necessarilyattach with respect to
property acquired by a personwho uses money belonging to another.
In the case atbar, there was clearly no general relation of partnership
between Lyons and Elser and the mostthat can be said is that they
had been co-participantsin various transactions involving real estate.
It isclear the Elser, in buying the San Juan Estate, wasnot acting for
any partnership composed for himself and Lyons, especially that the
latter expresslycommunicated his desire not to participate in
thisventure. Lastly, it should be noted that no moneybelonging to
Lyons or any partnership composed byLyons and Elser was in fact
used by the latter in thepurchase of the San Juan Estate
Anay attempted to contact Belo. She wrote him twice to demand her
overriding commission for the period of January 8, 1988 to February
5, 1988 and the audit of the company to determine her share in the
net profits.
HELD: No. Unfortunately, the civil case was filed not against the real
party in interest. As pointed out by Aguila, he is not the real party in
interest but rather it was the partnership A.C. Aguila & Sons, Co. The
Rules of Court provide that every action must be prosecuted and
defended in the name of the real party in interest. A real party in
interest is one who would be benefited or injured by the judgment, or
who is entitled to the avails of the suit. Any decision rendered against
a person who is not a real party in interest in the case cannot be
executed. Hence, a complaint filed against such a person should be
dismissed for failure to state a cause of action, as in the case at bar.
Under Art. 1768 of the Civil Code, a partnership has a juridical
personality separate and distinct from that of each of the partners.
The partners cannot be held liable for the obligations of the
partnership unless it is shown that the legal fiction of a different
juridical personality is being used for fraudulent, unfair, or illegal
purposes. In this case, Felicidad has not shown that A.C. Aguila &
Sons, Co., as a separate juridical entity, is being used for fraudulent,
unfair, or illegal purposes. Moreover, the title to the subject property is
in the name of A.C. Aguila & Sons, Co. It is the partnership, not its
officers or agents, which should be impleaded in any litigation
involving property registered in its name. A violation of this rule will
result in the dismissal of the complaint.
Partnership #12:
Ortega vs. CA, 245 SCRA 529
Partnership #13:
Reyes vs. CA, 24 SCRA 198
Partnership #14: Lim Tong Lim vs. Phil.
Fishing Gear Industries, Inc. 317 SCRA 728
Partnership #15: Sharuff and Co. vs.
Baloise Fire Ins. Corp., 64 Phil 258
Partnership #16: Idos vs. CA, 296 SCRA 198
Held:
No, she is not. The subject check was to be funded from the
receivables to be collected and goods to sold by the
partnership and only when such collectibles and sales were
realized that the check can be funded. Out of the 4 checks
issued, it was only one check that was dishonored which was
eventually redeemed by Eddie. When the two of them agreed
to dissolve the partnership, it did not automatically end the
partnership since they still have collectibles and receivables;
they were still on the process of winding-up the affairs of the
partnership. The check was merely an evidence to Eddies
share in the partnership property.
Hence, the petition was granted and the Court acquitted Irma
Idos.
firm. If he has this right, then every partner would have the
same right. The court sees nothing in the case to indicate that
his rights will not be protected by the lawyers whom the firm
may see fit to employ. His motion to be made a codefendant is
denied.
Partnership #20
Evangelista vs. CIR, 102 Phil 140
Facts:
Held:
Facts:
Irma is a businesswoman who is engaged I leather tanning.
Eddie Aracilla is her supplier of chemicals and rawhide as well
as her business partner. The two of them entered into a
partnership called Tagumpay Manufacturing but such was
short-lived and they decided to dissolve the partnership. Upon
liquidation, they had receivables and stocks amounting to 1.8
million. Eddie had a share of 900,000 over the said stocks and
receivables. Irma issued 4 checks to cover such share of HELD:
Eddie. The 1st, 2nd, and 4th checks were encashed but the 3rd No. As a partner of Jurado & Co. he is represented by the firm
check was dishonored because of insufficiency of funds. and has no right to appear as an individual separate from the
Facts:
Concepcion and Gerundia Rallos were sisters and registered
co-owners of a parcel of land known as Lot No. 5983 of the
Cadastral Survey of Cebu covered by Transfer Certificate of
Title No. 11116 of the Registry of Cebu.They executed a
special power of attorney in favor of their brother, Simeon
Rallos, authorizing him to sell such land for and in their
behalf.
After Concepcion died, Simeon Rallos sold the
undivided shares of his sisters Concepcion and Gerundia to
Felix Go Chan & Sons Realty Corporation for the sum of
perform all acts which the principal would have him do. This
relationship can only be effected with the consent of the
principal, which must not, in any way, be compelled by law or
by any court. The Litonjuas failed to produce evidence any
resolution of the Board of Directors of Eternit empowering the
broker, president, or reg dir as its agents, to sell in its behalf,
Marquez showed the property to Eduardo Litonjua, the property. The bare fact that Delsaux may have been
Jr.,a n d h i s b r o t h e r A n t o n i o K . L i t o n j u a . T h e authorized to sell to a certain stockholder (Ruperto Tan) the
L i t o n j u a s i b l i n g s o f f e r e d t o b u y t h e p r o p e shares of stock cannot be used as basis for Litonjuas claim
r t y f o r P20,000,000.00 cash. Marquez apprised Glanville of that he had likewise been authorized by Eternit to sell the
theLitonjua siblings offer and relayed thesameto Delsaux in land. While Glanville was the Pres and Gen Mngr of Eternit
Belgium, but the latter did not respond. Glanville telexed and Adams and Delsaux were members of its Board of
Delsaux in Belgium, inquiringon his position/ counterproposal Directors, the three acted for and in behalf of respondent
to the offer of the Litonjua siblings. Delsaux sent a telex ESAC, and not as duly authorized agents of Eternit. o A board
to Glanville stating that, based on the Belgian/ resolution of the grant of authority is needed to bind Eternit to
S w i s s d e c i s i o n , t h e f i n a l o f f e r w a s any agreement on the sale of the properties. The board
US$1,000,000.00 andP2,500,000.00 to cover all existing resolution is not a mere formality but is a condition sine qua
obligations prior tofinal liquidation.
non to bind Eternit. Requisites of an agency by estoppels: 1.
The principal manifested a representation of the agents
L i t o n j u a , J r. a c c e p t e d t h e c o u n t e r p r o p o s a l o f authority or knowingly allowed the agent to assume such
Delsaux.
authority; 2. The third person, in good faith, relied upon such
The Litonjua brothers deposited the amount of representation; 3. Relying upon such representation, such
U S $ 1 , 0 0 0 , 0 0 0 . 0 0 w i t h t h e S e c u r i t y B a n k & third person has changed his position to his detriment. An
TrustCompany, Ermita Branch, and drafted an Escrow agency by estoppel, which is similar to the doctrine of
Agreement to expedite the sale.
apparent authority, requires proof of reliance upon the
representations. Proof is lacking in this case. Neither may
With the assumption of Corazon Aquino as President of RP, Eternit be deemed to have ratified the transactions through
the political situation in the Philippines had improved. Glanville, Delsaux and Marquez. The transactions and the
Marquez received a telephone call from Glanville, communications were never submitted to the Board of
advising that the sale would no longer proceed. Glanville Directors of Eternit for ratification.
followed it up with a letter, confirming that he had been
instructed by his principal to inform Marquez that the
Agency #5
decision has been taken at a Board Meeting not to
Doles vs. Angeles, 492 SCRA 607
sell the properties onwhich Eternit Corp. is situated.
JOCELYN B. DOLES v. MA. AURA TINA ANGELES
When apprised of this development, the Litonjuas, through G.R. No. 149353 June 26, 2006
counsel, wrote Eternit Corp., demanding payment for
damages they had suffered on account of the aborted sale. FACTS:
Tina Angeles filed a complaint for sum of money against
EC, however, rejected their demand.
Jocelyn Doles. She alleged that Doles was indebted to her. As
payment for her personal loan, Doles executed a Deed of
Absolute Sale covering a parcel of land. They agreed that she
ISSUE:
WON Marquez, Glanville, and Delsaux were authorized by must assume the existing liabilities on the land. Upon knowing
respondent Eternit Corp. to act as its agents relative to the that Doles had not pay amorti, Angeles demanded for its
payment but to no avail.
sale ofthe properties of Eternit Corp.
Doles admitted some of the allegations but denied her
indebtedness to Angeles. She averred that she only referred
her friends to Angeles whom she knew to be engaged in the
HELD:
business of lending money in exchange for personal checks
No.
In an agent-principal relationship, the personality of the through her capitalist.
principal is extended through the facility of the agent. The ISSUE: Whether Jocelyn is merely an agent or representative
agent, by legal fiction, becomes the principal, authorized to of the alleged debtors.
HELD:
Yes. Under Article 1868 of the Civil Code, the basis of agency
is representation. The question of whether an agency has
been created is ordinarily a question which may be
established either by direct or circumstantial evidence. The
question is ultimately one of intention. Agency may even be
implied from the words and conduct of the parties and the
circumstances of the particular case. Though the fact or
extent of authority of the agents may not, as a general rule, be
established from the declarations of the agents alone, if one
professes to act as agent for another, she may be estopped to
deny her agency both as against the asserted principal and
the third persons interested in the transaction in which he or
she is engaged.
In this case, Doles knew that the financier of Angeles is Pua;
and Angeles knew that the borrowers are friends of Doles.
Both Doles and Angeles have undeniably disclosed to each
other that they are representing someone else, and so both of
them are estopped to deny the same. It is evident from the
record that petitioner merely refers actual borrowers and then
collects and disburses the amounts of the loan upon which
she received a commission; and that respondent transacts on
behalf of her "principal financier", a certain Arsenio Pua. If
their respective principals do not actually and personally know
each other, such ignorance does not affect their juridical
standing as agents, especially since the very purpose of
agency is to extend the personality of the principal through the
facility of the agent.
Agency #6:
Eurotech Industrial Technologies, Inc. vs.
Cuison, 521 SCRA 584
FACTS:
ISSUE:
Whether the act of Edwin in signing the Deed of Assignment
binds his principal Impact Systems
Later on, Baluyot verbally advised Atty. Linsangan that
Agency #7:
Manila Memorial Park Cemetery, Inc. vs.
Linsangan, 443 SCRA 377
MANILA MEMORIAL PARK CEMETERY, INC.vs.
PEDRO L. LINSANGAN
FACTS: Florencia Baluyot offered Atty. Pedro L.
Linsangan a lot called Garden State at the Holy Cross
Memorial Park owned by petitioner (MMPCI). According
to Baluyot, a former owner of a memorial lot under
Contract No. 25012 was no longer interested in
acquiring the lot and had opted to sell his rights subject
Whether or not there was a contract of agency Antonio Sunyantong was at the time an employee of the
between Lines and Spaces and Tri- Realty
plaintiffs and that they reposed confidence in him and
Held:
refer to Agency #3
person but for his principal, and held in trust for the
latter
FACTS:
The Ventanillas, believing that they had already remitted
Petitioner Manila Remnant Co., Inc. is the owner of enough money went directly to Manila Remnant and offered to
parcels of land situated in Quezon City and constituting the pay the entire outstanding balance of the purchase price.
Capital Homes Subdivision Nos. I and II. Manila Remnant and Unfortunately, they discovered from Gloria Caballes that their
A.U. Valencia & Co. Inc. entered into a contract entitled names did not appear in the records of A.U. Valencia and Co.
"Confirmation of Land Development and Sales Contract" to as lot buyers. Also, Manila Remnant refused the offer of the
formalize a prior verbal agreement whereby A.U. Valencia Ventanillas to pay for the remainder of the contract price. The
and Co., Inc. was to develop the aforesaid subdivision for a Ventanillas then commenced an action for specific
consideration of 15.5% commission. At that time the President performance, annulment of deeds and damages against
of both A.U. Valencia and Co. Inc. and Manila Remnant Co., Manila Remnant, A.U. Valencia and Co. and Carlos
Inc. was Artemio U. Valencia. Manila Remnant thru A.U. Crisostomo.
Valencia and Co. executed two "contracts to sell" covering
Lots 1 and 2 of Block 17 in favor of Oscar C. Ventanilla and The trial court found that Manila Remnant could have not
Carmen Gloria Diaz. Ten days after the signing of the been dragged into this suit without the fraudulent
contracts with the Ventanillas, Artemio U. Valencia, without the manipulations of Valencia. Subsequently, Manila Remnant
knowledge of the Ventanilla couple, sold Lots 1 and 2 of Block and A.U. Valencia and Co. elevated the lower court's decision
17 again, to Carlos Crisostomo, one of his sales agents to the Court of Appeals through separate appeals. On October
without any consideration. Artemio Valencia then transmitted 13, 1987, the Appellate Court affirmed in toto the decision of
the fictitious Crisostomo contracts to Manila Remnant while he the lower court. Reconsideration sought by petitioner Manila
kept in his files the contracts to sell in favor of the Ventanillas. Remnant was denied, hence the instant petition.
All the amounts paid by the Ventanillas were deposited in ISSUE:
Valencia's bank account. Upon orders of Artemio Valencia, the Whether or not petitioner Manila Remnant should be
monthly payments of the Ventanillas were remitted to Manila held solidarily liable together with A.U. Valencia and Co. and
Remnant as payments of Crisostomo for which the former Carlos Crisostomo for the payment of moral, exemplary
issued receipts in favor of Crisostomo.
damages and attorney's fees in favor of the Ventanillas
HELD:
General Manager Karl Landahl, wrote Artemio Valencia
Trust #2
Government vs. Abadilla, 26 Phil 642
FACTS:
Nicanor Casteel filed a fishpond application for a big tract of
swampy land in theMunicipality of Padada, Davao for three
times since 1940 but no action was taken thereon by the
authorities concerned. Meanwhile, several applications were
submitted by other persons for portions of the area covered by
None.
It is very apparent that in order for implied trust to exist there
must be evidence of an equitable obligation of the trustee to
convey, which circumstance or requisite is absent in this case.
What is instead clear from the evidence is Celso Avelino's
absolute ownership of the disputed property, both as to the
land and the residential house which was sold to the spouses
Ortiz.
In addition Article 1448 of the New Civil Code expressly
provides that if the person to whom the title is conveyed is
achild, legitimate or illegitimate, of the one paying the price of
the sale, no trust is implied by law, it being disputably
presumed that there is a gift in favor of the child.
Trust #8:
Mariano vs. Judge De Vega, 148 SCRA 342
MARIANO v. THE HON. JUDGE JESUS R. DE VEGA
G.R. No. L-59974. March 9, 1987.
PARS, J,;
FACTS:
spouses Urbano Panganiban and Roberta Espino owned, as
conjugal property, during their lifetime 29 parcels of
unregistered Roberta Espino died intestate and without debts.
She left her husband, Urbano Panganiban, and their two
legitimate children, Mercedes and Gaudencia as her only
forced heirs. Urbano Panganiban also died also intestate and
without debts, leaving as his only compulsory heirs the
children of Gaudencia (who together with her sister Mercedes,
had predeceased their father) who are now petitioners herein
and his legitimate children with his second wife, Atanacia
Agustin, who are the private respondents herein.
After Urbanos death, petitioners instituted an action with the
then CFI of Bulacan for partition and delivery of possession of
their corresponding shares in the conjugal estate of
decedents-spouses Urbano and Roberta consisting of subject
29 parcels of unregistered land. Petitioners filed the case
because since the death of Urbano, their grandfather, in 1952,
private respondents (his children by the second marriage) had
taken possession of the whole conjugal property and
appropriated to themselves to the exclusion of petitioners the
products coming from the 29 parcels of land.
No. In view of their lack of a clear repudiation of the coownership, duly communicated to the petitioners (the other
co-owners), private respondents cannot acquire the shares of
the petitioners by prescription. The record in the Office of the
Assessor is not the sufficient repudiation and communication
contemplated by the law. Neither may the private
respondents possession of the premises militate against
petitioners claim. After all, co-owners are entitled to be in
possession of the premises.
Trust #9:
Diaz vs. Gorricho & Aguado, 103 Phil 266
Trust #10: Carantes vs. CA, 76 SCRA 514