1

Bachrach v La Protectora Held:

Facts:
Nicolas Segundo, Antonio Adiarte, Ignacio Flores and Modesto
Serrano (defendants) formed a civil partnership called “La
Protectora” for the purpose of engaging in the business of
transporting passengers and freight at Laoag, Ilocos Norte. Marcelo
Barba, acting as manager, negotiated for the purchase of 2
automobile trucks from E. M. Bachrach for P16,500. Barba paid
P3,000 in cash and for the balance executed promissory notes.
One of these promissory notes was signed in the following manner:
“P.P La Protectora, By Marcelo Barba Marcelo Barba”
The other 2 notes were signed in the same way but the word “by”
was omitted. It was obvious that in signing the notes, Barba
intended to bind both the partnership and himself.
The defendants executed a document in which they declared that
they were members of La Protectora and that they had granted to
its president full authority to contract for the purchase of the 2
automobiles. The document was delivered by Barba to Bachrach at
the time the vehicles were purchased.
Barba incurred a debt amounting to P2,617.57 and Bachrach
foreclosed a chattel mortgage on the trucks but there was still
balance. To recover the balance, action was instituted against the
defendants. Judgment was rendered against the defendants.
a.Yes. Promissory notes constitute the obligation exclusively of La
Protectora and Barba. They do not constitute an obligation directly
binding the defendants. Their liability is based on the principles of
partnership liability. A member is not liable in solidum with his
fellows for the entire indebtedness but is liable with them or his
aliquot part.
SC obiter: the document was intended merely as an authority to
enable Barba to bind the partnership and that the parties to the
instrument did not intend to confer upon Barba an authority to bind
them personally.
b. Yes. Under Art 1804, every partner may associate another person
with him in his share. All partners are considered agents of the
partnership. Barba must be held to have authority to incur these
expenses. He is shown to have been in fact the president/manager,
and there can be no doubt that he had actual authority to incur
obligation.

Issue:
a.Whether or not the defendants are liable for the firm debts.

b.Whether or not Barba had authority to incur expenses for the

partnership (relevant issue)
 2

Martinez v. Ong Pong Co HELD:

Facts:
MARTINEZ delivered to Ong Pong Co and Ong Lay (ONGS) the sum
of P1,500. The ONGS, in a private document, acknowledged that
they had received the money with the agreement that they will
invest it in a store, and the profits or losses there from was to be
divided with MARTINEZ in equal shares.
Later, MARTINEZ filed a complaint in order to compel the ONGS to
render him an accounting of the partnership, or else to refund him
the P1,500 that he had given them.
Ong Pong Co alone appeared to answer the complaint. He admitted
the fact of the agreement, but he alleged that Ong Lay(deceased)
was the one who had managed the business, and that nothing had
resulted there from except the loss of the capital of P1,500, to
which loss MARTINEZ agreed to bear.
CFI rendered decision ordering Ong Pong Co to return to MARTINEZ
one-half of the capital of P1,500 (P750) plus P90 as one-half of the
profits, calculated at the rate of 12% per annum for the six months
that the store was supposed to have been open(total of P840) with
legal interest of 6% until the full payment, with costs.
Hence, this appeal by Ong Pong Co
YES. The ONGS failed to fulfill their obligation as partners who,
acting as MARTINEZ’s agents in receiving money, did not render
proper accounting there for. Such renders them jointly liable for
the losses, solidarity not having been established.CFI decision is
AFFRIMED in this regard but REVERSED in as much as it found that
the capital invested earned profits. Thus, the CFI ruling awarding
MARTINEZ another P840 is DELETED. Ong Pong Co is only liable to
pay MARTINEZ half of the capital, or P750,representing half of the
loss which both ONGS should jointly bear due to their omission, to
earn legal interest of 6% from time of filing this complaint, and
costs.
Garcia Ron v. Compania de Minas de Batan
xxxx

ISSUE:
WON MARTINEZ is entitled to the capital he contributed to the
partnership

SI-BOCO vs. YAP TENG
Facts:
For a period of three years, more or less, the plaintiff had been
furnishing to the defendant native cloth for the latter's store in the
city of Manila. The goods were at first furnished on credit, but the
business relations of the parties caused entirely in 1904. The
defendant had a partner by the name of Yapsuan, who was the
manager of the business. The defendant introduced him to the
plaintiff as such manager, and told him that Yapsuan had authority
from him to receive the cloth, and that the value thereof should be
charged to his, the defendant's account, and in fact the cloth was,
as a rule, received by Yapsuan from the plaintiff. It became
necessary for Yapsuan to return to China in 1902 on account of ill
health and a liquidation of the accounts between the plaintiff and
the defendant was made in December of the said year, showing a
balance of P1,444.95 in favor of the plaintiff, which the defendant
expressly undertook to pay. After the liquidation was made the
defendant continued to buy the goods from the plaintiff for cash
until the year 1904, when, as already stated, the business relations
between the parties ceased.
The defendant has failed to show that he had paid the aforesaid
balance of P1,444.95 or any part thereof.
Issue:
Whether or not this action should have been brought against the
partnership itself, or against the defendant only
3
Held:
Defendant only.
The appellant contends that the goods having been furnished to and
received by the partnership between himself and Yapsuan, and the
accounts of the same not having been liquidated, this action should
have been brought against the partnership itself, or against the
partners jointly, and not against the defendant only. However that
may be, the fact remains that the defendant in this case was the
only one who contradicted with the plaintiff in his own name, as
appears from the latter's testimony. When the defendant told the
plaintiff that he had authorized Yapsuan to receive the goods, he
instructed the plaintiff to charge them to him (the defendant)
personally. The defendant, moreover, undertook personally to pay
the balance due the plaintiff, after the liquidation made in
December, 1902, such as being the sum sought to be recovered in
this case, as appears from the testimony of the plaintiff and that of
the two witnesses who took part in the said liquidation.
Consequently the court below properly allowed the plaintiff to
maintain this action against the defendant.

Council Red Men vs. Veterans Army
Facts:
This case involves the Veteran Army of the Philippines. Their
Constitution provides for the organization of posts. Among the
posts thus organized is the General Henry W. Lawton Post, No. 1.
March 1, 1903: a contract of lease of parts of a certain buildings in
the city of Manila was signed by Lewis, Stovall, and Hayes (as
trustees of the Apache Tribe, No. 1, Improved Order of Red Men) as
lessors, and McCabe (citing for and on behalf of Lawton Post,
Veteran Army of the Philippines) as lessee. The lease was for the
term of two years commencing February 1, 903, and ending
February 28, 1905. The Lawton Post occupied the premises in
controversy for thirteen months, and paid the rent for that time.
Thereafter, it abandoned the premises. Council Red Men then filed
an action to recover the rent for the unexpired term of the lease.
Judgment was rendered in the court below on favor of the
defendant McCabe, acquitting him of the complaint. Judgment was
rendered also against the Veteran Army of the Philippines for
P1,738.50, and the costs. It is claimed by the Veterans Army that the
action cannot be maintained by the Council Red Men as this
organization did not make the contract of lease. It is also claimed
that the action cannot be maintained against the Veteran Army of
the Philippines because it never contradicted, either with the
Council Red Men or with Apach Tribe, No. 1, and never authorized
anyone to so contract in its name.
Issue:
Whether or not Article 1695 of the Civil Code is applicable to the
Veteran Army of the Philippines.
4
Held:
No. Council Red Men must show that the contract of lease was
authorized by the Veterans Army The view most favorable to the
appellee (Council Red Men) is the one that makes the appellant
(Veterans Army) a civil partnership. Assuming that is such, and is
covered by the provisions of title 8, book 4 of the Civil Code, it is
necessary for the appellee (Council Red Men) to prove that the
contract in question was executed by some authorized to so by the
Veteran Army of the Philippines. Article 1695 of the Civil Code is
not applicable in this case Article 1695 of the Civil Code provides as
follows: "Should no agreement have been made with regard to the
form of management, the following rules shall be observed: 1. All
the partners shall be considered as agents, and whatever any one of
them may do by himself shall bind the partnership; but each one
may oppose the act of the others before they may have produced
any legal effect." One partner, therefore, is empowered to contract
in the name of the partnership only when the articles of partnership
make no provision for the management of the partnership business.
The constitution of the Veteran Army of the Philippines makes
provision for the management of its affairs, so that article 1695 of
the Civil Code, making each member an agent of the partnership in
the absence of such provision, is not applicable to that organization.
In the case at bar we think that the articles of the Veteran Army of
the Philippines do so provide. It is true that an express disposition to
that effect is not found therein, but we think one may be fairly
deduced from the contents of those articles. They declare what the
duties of the several officers are. In these various provisions there is
nothing said about the power of making contracts, and that faculty
is not expressly given to any officer. We think that it was, therefore,
reserved to the department as a whole; that is, that in any case not

covered expressly by the rules prescribing the duties of the officers,
the department were present. It is hardly conceivable that the
members who formed this organization should have had the
intention of giving to any one of the sixteen or more persons who
composed the department the power to make any contract relating
to the society which that particular officer saw fit to make, or that a
contract when so made without consultation with, or knowledge of
the other members of the department should bind it. The contract
of lease is not binding on the Veterans Army absent showing that it
was authorized in a meeting of the department We therefore, hold,
that no contract, such as the one in question, is binding on the
Veteran Army of the Philippines unless it was authorized at a
meeting of the department. No evidence was offered to show that
the department had never taken any such action. In fact, the proof
shows that the transaction in question was entirely between
Apache Tribe, No. 1, and the Lawton Post, and there is nothing to
show that any member of the department ever knew anything
about it, or had anything to do with it. Judgment against the
appellant is reversed, and the Veteran Army of the Philippines is
acquitted of the complaint. No costs will be allowed to either party
in this court.
NOTE: Whether a fraternal society, such as the Veteran Army of the
Philippines, is a civil partnership is not decided.
5
Goquilay v. Sycip
FACTS:
Tan Sin An and Goquiolay entered into a general commercial
partnership under the partnership name “Tan Sin An and Antonio
Goquiolay” for the purpose of dealing in real estate. The agreement
lodged upon Tan Sin An the sole management of the partnership
affairs. The lifetime of the partnership was fixed at ten years and
the Articles of Co-partnership stipulated that in the event of death
of any of the partners before the expiration of the term, the
partnership will not be dissolved but will be continued by the heirs
or assigns of the deceased partner. But the partnership could be
dissolved upon mutual agreement in writing of the partners.
Goquiolay executed a GPA in favor of Tan Sin An. The plaintiff
partnership purchased 3 parcels of land which was mortgaged to
“La Urbana” as payment of P25,000. Another 46 parcels of land
were purchased by Tan Sin An in his individual capacity which he
assumed payment of a mortgage debt for P35K. A downpayment
and the amortization were advanced by Yutivo and Co. The two
obligations were consolidated in an instrument executed by the
partnership and Tan Sin An, whereby the entire 49 lots were
mortgaged in favor of “Banco Hipotecario”
Tan Sin An died leaving
his widow, Kong Chai Pin and four minor children. The widow
subsequently became the administratrix of the estate. Repeated
demands were made by Banco Hipotecario on the partnership and
on Tan Sin An. 
Defendant Sing Yee, upon request of defendant
Yutivo Sons , paid the remaining balance of the mortgage debt, the
mortgage was cancelled Yutivo Sons and Sing Yee filed their claim in
the intestate proceedings of Tan Sin An for advances, interest and
taxes paid in amortizing and discharging their obligations to “La

Urbana” and “Banco Hipotecario.” Kong Chai Pin filed a petition
with the probate court for authority to sell all the 49 parcels of land.
She then sold it to Sycip and Lee in consideration of P37K and of the
vendees assuming payment of the claims filed by Yutivo Sons and
Sing Yee. Later, Sycip and Lee executed in favor of Insular
Development a deed of transfer covering the 49 parcels of
land.
When Goquiolay learned about the sale to Sycip and Lee, he
filed a petition in the intestate proceedings to set aside the order of
the probate court approving the sale in so far as his interest over
the parcels of land sold was concerned. Probate court annulled the
sale executed by the administratrix w/ respect to the 60% interest
of Goquiolay over the properties Administratrix appealed.
The
decision of probate court was set aside for failure to include the
indispensable parties. New pleadings were filed. The second
amended complaint prays for the annulment of the sale in favor of
Sycip and Lee and their subsequent conveyance to Insular
Development. The complaint was dismissed by the lower court
hence this appeal.
ISSUE/S:
Whether or not a widow or substitute become also a general
partner or only a limited partner. Whether or not the lower court
err in holding that the widow succeeded her husband Tan Sin An in
the sole management of the partnership upon Tan’s death Whether
or not the consent of the other partners was necessary to perfect
the sale of the partnership properties to Sycip and Lee?
6
HELD:
Kong Chai Pin became a mere general partner. By seeking authority
to manage partnership property, Tan Sin An’s widow showed that
she desired to be considered a general partner. By authorizing the
widow to manage partnership property (which a limited partner
could not be authorized to do), Goqulay recognized her as such
partner, and is now in estoppel to deny her position as a general
partner, with authority to administer and alienate partnership
property. The articles did not provide that the heirs of the deceased
would be merely limited partners; on the contrary, they expressly
stipulated that in case of death of either partner, “the co
partnership will have to be continued” with the heirs or assignees. It
certainly could not be continued if it were to be converted from a
general partnership into a limited partnership since the difference
between the two kinds of associations is fundamental, and specially
because the conversion into a limited association would leave the
heirs of the deceased partner without a share in the management.
Hence, the contractual stipulation actually contemplated that the
heirs would become general partners rather than limited ones.

Uy . Puzon
Facts:
Bartolome Puzon had two contracts with the government for the
construction of roads and bridges. (Bureau of Public Highways). He
sought the financial assistance of William Uy, so he proposed that
they create a partnership which would be the sub-contractor of the
projects. They also agreed that the profits will be divided among
themselves. William Uy agreed to the formation of the partnership
"U.P. Construction Company". They agreed to contribute P50,000
each. (Note: P40,000 was advanced by William Uy while Puzon was
waiting for the approval of his P150,000 PNB Loan. Upon release of
the loan, he promised to reimburse William Uy of the P40,000; pay
his share of P50,000 and loan P60,000 to the partnership).
Loan was approved by November 1956. Note: At the end of 1957,
Uy contributed a total of P115, The partnership agreement was
signed in 1957 (January 18) although the work for the projects
began as early as 1956 (October 1). Since Puzon was busy with other
projects, Uy was the one who managed the partnership. In order to
guarantee the PNB Loan, Puzon, without the knowledge of Uy,
assigned the payments to the payments to be received from the
projects to PNB.
ue to the financial demands of the projects, Uy demanded that
Puzon comply with his obligation to place his capital contribution in
the company. However, Puzon failed to comply even after formal
demand letters were sent to him. Thereafter, Puzon (as the primary
contractor of the projects) wrote terminated the subcontract
agreement with the partnership to which he is also a partner.
(November 27, 1957). Thereafter, Uy was not allowed to hold office
7
in the UP Construction Company and his authority to negotiate with
the Bureau was revoked by Puzon.
Uy clamied that Puzon had violated the terms of their partnership
agreement. He sought for the dissolution of the partnership with
damages. The lower court ruled in favor of Uy.
Issue: WON Puzon failed to comply with his obligation of paying the
capital contribution to the company. YES
Ruling: YES
According to the court, there was failure on the part of Puzon to
contribute capital to the partnership. When his load with PNB was
approved, he only gave P60,000 to Uy; P40,000 was for
reimbursement to the payments made by Uy and the other P20,000
was for the capital contribution. Thereafter, Puzon never made
additional contribution.
Also, it was found by the SC that Puzon misapplied partnership
funds by assigning all payments for the projects to PNB.
Such assignment was prejudicial to the partnership since the
partnership only received a small share from the total payments
made by the Bureau of Public Highways. As a result, the partnership
was unable to discharge its obligations.
Here, the Court ordered Puzon to reimburse whatever amount Uy
had invested in or spent for the partnership on account of
construction projects. The amount P200,000 as compensatory
damages was also awarded in favor of Uy.

ORNUM v. LASALA
1. In 1908 Pedro Lasala, father of the respondents, andEmerenciano
Ornum formed a partnership
2. Lasala as capitalist while Ornum will be the industrial partner
3. Lasala delivered the sum of P1,000 to Ornum who will conduct a
business at his place of residence in Romblon.
4. In 1912, when the assets of the partnership consisted of
outstanding accounts and old stock of merchandise,Emerenciano
Ornum, following the wishes of his wife, asked forthe dissolution of
the Lasala, Emerenciano
5. Ornum looked for someone who could take his place and he
suggested the names of the petitioners who accordingly became the
new partners.
6. Upon joining the business, the petitioners, contributed P505.54as
their capital
7. the new partnership Pedro Lasala had a capital of
P1,000,appraised value of the assets of the former partnership, plus
the said P505.54 invested by the petitioners who, as industrial
partners, were to run the business in Romblon.
8. After the death of Pedro Lasala, his children (the
respondents)succeeded to all his rights and interest in the
partnership
9. The partners never knew each other personally
10. No formal partnership agreement was ever executed.
11. The petitioners, as managing partners, were received one-half of
the net gains, and the other half was to be divided between them
and the Lasala group in proportion to the capital put in by each
group.
12. During the course divided, but the partners were given the
election, as evidenced by the statements of accounts referred to in
8
the decision of the Court of Appeals, to invest their respective
shares in such profits as additional capital.
13. The petitioners accordingly let a greater part of their profits as
additional investment in the partnership.
14. After twenty years the business had grown to such an extent
that is total value, including profits, amounted toP44,618.67.
15. Statements of accounts were periodically prepared by the
petitioners and sent to the respondents who invariably did notmake
any objection thereto.
16. Before the last statement of accounts was made, the
respondents had received P5,387.29 by way of profits.
17. The last and final statement of accounts, dated May 27,1932,
and prepared by the petitioners after the respondents had
announced their desire to dissolve the partnership,
18. Pursuant to the request contained in this letter, the petitioners
remitted and paid to the respondents the total amount
corresponding to them under the above-quoted statement of
accounts which, however, was not signed by the latter.
19. Thereafter the complaint in this case was filed by the
respondents, praying for an accounting and final liquidation ofthe
assets of the partnership.
20. The Court of First Instance of Manila held that the last and final
statement of accounts prepared by the petitioners was tacitly
approved and accepted by the respondents who, by virtue of the
above-quoted letter of Father Mariano Lasala, lost their right to a
further accounting from the moment they received and accepted
their shares as itemized in said statement
.21. This judgment was reversed by the Court of Appeals principally
on the ground that as the final statement of accounts remains
unsigned by the respondents, the same stands disapproved.

22. The decision appealed by the petitioners
ISSUES:
(1) WoN the accounting stated in the letter including the last and
final statement of account was tacitly accepted by the petitioners as
the final liquidation and accounting of the assets of the partnership?
(2) Are there really mistakes and misrepresentations made in the
statement of accounts made?
Petitioners’ contention:
To support a plea of a stated account so as to conclude the parties
in relation to all dealings between them, the accounting must be
shown to have been final. (1 Cyc. 366.) All the first nine statements
which the defendants sent the plaintiffs were partial settlements,
while the last, although intended to be final, has not been signed.
HELD FOR ISSUE NO. 1: YES. SC stated that the last and final
statement of accounts hereinabove quoted, had been approved by
the respondents.
This approval resulted, by virtue of the letter of Father Mariano
Lasala of July 19, 1932, quoted in part in the appealed decision from
the failure of the respondents to object to the statement and from
their promise to sign the same as soon as they received their shares
as shown in said statement.
After such shares had been paid by the petitioners and accepted by
the respondents without any reservation, the approval of the
statement of accounts was virtually confirmed and its signing
thereby became a mere formality to be complied with by the
respondents exclusively. Their refusal to sign, after receiving their
9
shares, amounted to a waiver to that formality in favor of the
petitioners who has already performed their obligation.
This approval precludes any right on the part of the respondents to
a further liquidation, unless the latter can show that there was
fraud, deceit, error or mistake in said approval.(Pastor ,vs .Nicasio, 6
Phil., 152; Aldecoa & Co.,vs. Warner, Barnes & Co., 16 Phil., 423;
Gonsalez vs. Harty, 32 Phil. 328.)The Court of Appeals did not make
any findings that there was fraud, and on the matter of error or
mistake it merely said
HELD FOR ISSUE NO. 2: the pronouncement that the evidence tends
to prove that there were mistakes in the petitioners' statements of
accounts, without specifying the mistakes, merely intimates as
suspicion and is not such a positive and unmistakable finding of fact
as to justify a revision, especially because the Court of Appeals has
relied on the bare allegations of the parties, Moreover, as the
petitioners did not appeal from the decision of the Court
abandoned such allegation in the Court of Appeals. no justifiable
reason (fraud, deceit, error or mistake) has been positively and
unmistakably found by the Court of Appeals so as to warrant the
liquidations sought by the respondents. In justice to the petitioners.
It should be borne in mind that this case has been pending for
nearly nine years and that, if another accounting is ordered, a costly
action or proceeding may arise which may not be disposed of within
a similar period, it is not improbable that the intended relief may in
fact be the respondents' funeral.

Evangelista & Co. et.al. v. Estrella Abad Santos
FACTS:
On October 9, 1954, a co-partnership with herein petitioners as
capitalist partners was formed under the name “Evangelista & Co.”
The Articles of Co-partnership was, however, amended on June
7, 1955 so as to include herein respondent, Estrella Abad Santos, as
an industrial partner.
Consequently, on December 17, 1963, Abad Santos filed suit against
the three (3) capitalist partners, alleging that the partnership,
which was also made a party-defendant, had been paying dividends
to the partners except to her. It was further alleged that despite her
requests that she be allowed to examine partnership books, to give
her information regarding the partnership affairs and to receive her
share in the dividends declared by the partnership, the petitioners
refused and continued to refuse. She therefore prayed that the
petitioners be ordered to render an accounting of the partnership
business and to pay her the corresponding share in the dividends.
ISSUE:
Whether or not the Articles of Co-partnership shall be considered as
a conclusive evidence of respondent’s status as a limited partner?
HELD:
NO. The Court held that despite the genuineness of the Articles of
Co-partnership the same did not express the true intent and
agreement of the parties, however, as the subsequent events and
testimonial evidences indicate otherwise, the Court upheld that
respondent is an industrial partner of the company.
10
Article 1789 provides that ‘An industrial partner cannot engage in
business for himself, unless the partnership expressly permits him
to do so; and if he should do so, the capitalist partners may either
exclude him from the firm or avail themselves of the benefits which
he may have obtained in violation of this provision, with a right to
damages in either case.’ Since 1954 and until after the promulgation
of the decision of the appellate court, Abad Santos has served as a
judge of the City Court of Manila and had been paid for services
rendered allegedly contributed by her to the partnership. Though
being a judge of the City Court of Manila cannot be characterized a
business and/or may be considered an antagonistic business to the
partnership, the petitioners, subsequent of petitioners’ answer to
the complaint, petitioners reached the decision that respondent be
excluded from and deprived of her alleged share in the interest or
participation as an alleged industrial partner in the net profits or
income of the partnership.
Having always known the respondent is a City Judge even before
she joined the partnership, why did it take petitioners so many
years before excluding her from said company? Furthermore, the
act of exclusion is premised on the ground that respondent has
always been a partner, an industrial partner. In addition, the Court
further held that with the consideration of Article 1767 that ‘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 profits among themselves’, the services
rendered by respondent may legitimately be considered the
respondent’s contribution to the common fund.

DELUAO v. CASTEEL
FACTS:
In 1940 Nicanor Casteel unsuccessfully registered a fishpond in a big
tract of swampy land, 178.76 hectares, in the then sitio of Malalag,
municipality of Padada, Davao for 3 consecutive times because the
Bureau of Fisheries did not act upon his previous applications.
Despite the said rejection, Casteel did not lose interest. Because of
the threat poised upon his position by the other applicants who
entered upon and spread themselves within the area, Casteel
realized the urgent necessity of expanding his occupation thereof by
constructing dikes and cultivating marketable fishes. But lacking
financial resources at that time, he sought financial aid from his
uncle Felipe Deluao. Moreover, upon learning that portions of the
area applied for by him were already occupied by rival applicants,
Casteel immediately filed a protest. Consequently, two
administrative cases ensued involving the area in question.
However, despite the finding made in the investigation of the above
administrative cases, the Director of Fisheries nevertheless rejected
Casteel's application on October 25, 1949, required him to remove
all the improvements which he had introduced on the land, and
ordered that the land be leased through public auction. On
November 25, 1949 Inocencia Deluao (wife of Felipe Deluao) as
party of the first part, and Nicanor Casteel as party of the second
part, executed a contract — denominated a "contract of service".
On the same date the above contract was entered into, Inocencia
Deluao executed a special power of attorney in favor of Jesus
Donesa. On November 29, 1949 the Director of Fisheries rejected
the application filed by Felipe Deluao on November 17, 1948.
Unfazed by this rejection, Deluao reiterated his claim over the same
11
area in the two administrative cases and asked for reinvestigation of
the application of Nicanor Casteel over the subject fishpond. The
Secretary of Agriculture and Natural Resources rendered a decision
ordering Casteel to be reinstated in the area and that he shall pay
for the improvement made thereupon. Sometime in January 1951
Nicanor Casteel forbade Inocencia Deluao from further
administering the fishpond, and ejected the latter's representative
(encargado), Jesus Donesa, from the premises.
ISSUE: Whether the reinstatement of Casteel over the subject land
constitute a dissolution of the partnership between him and Deluao
HELD:
Yes, the reinstatement of Casteel dissolved his partnership with
Deluao. The Supreme Court ruled that the arrangement under the
so-called "contract of service" continued until the decision both
dated Sept. 15, 1950 were issued by the Secretary of Agriculture
and Natural Resources in DANR Cases 353 and 353-B. This
development, by itself, brought about the dissolution of the
partnership. Since the partnership had for its object the division into
two equal parts of the fishpond between the appellees and the
appellant after it shall have been awarded to the latter, and
therefore it envisaged the unauthorized transfer of one half thereof
to parties other than the applicant Casteel, it was dissolved by the
approval of his application and the award to him of the fishpond.
The approval was an event which made it unlawful for the members
to carry it on in partnership. Moreover, subsequent events likewise
reveal the intent of both parties to terminate the partnership
because each refused to share the fishpond with the other.

In Re: Petition for Authority
Facts:
Petitions were filed by the surviving partners of Atty. Alexander
Sycip, who died on May 5, 1975 and by the surviving partners of
Atty. Herminio Ozaeta, who died on February 14, 1976, praying that
they be allowed to continue using, in the names of their firms, the
names of partners who had passed away.
Petitioners contend that the continued use of the name of a
deceased or former partner when permissible by local custom, is
not unethical but care should be taken that no imposition or
deception is practiced through this use. They also contend that no
local custom prohibits the continued use of a deceased partner’s
name in a professional firm’s name; there is no custom or usage in
the Philippines, or at least in the Greater Manila Area, which
recognizes that the name of a law firm necessarily identifies the
individual members of the firm.
Issue:
WON the surviving partners may be allowed by the court to retain
the name of the partners who already passed away in the name of
the firm? NO
Held:
In the case of Register of Deeds of Manila vs. China Banking
Corporation, the SC said:
The Court believes that, in view of the personal and confidential
nature of the relations between attorney and client, and the high
standards demanded in the canons of professional ethics, no
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practice should be allowed which even in a remote degree could
give rise to the possibility of deception. Said attorneys are
accordingly advised to drop the names of the deceased partners
from their firm name.
The public relations value of the use of an old firm name can tend to
create undue advantages and disadvantages in the practice of the
profession. An able lawyer without connections will have to make a
name for himself starting from scratch. Another able lawyer, who
can join an old firm, can initially ride on that old firm’s reputation
established by deceased partners.
The court also made the difference from the law firms and business
corporations:
A partnership for the practice of law is not a legal entity. It is a mere
relationship or association for a particular purpose. … It is not a
partnership formed for the purpose of carrying on trade or business
or of holding property.” Thus, it has been stated that “the use of a
nom de plume, assumed or trade name in law practice is improper.
We find such proof of the existence of a local custom, and of the
elements requisite to constitute the same, wanting herein. Merely
because something is done as a matter of practice does not mean
that Courts can rely on the same for purposes of adjudication as a
juridical custom.
Petition suffers legal and ethical impediment.