BUS ORG TIPS

-Is marriage a partnership?

-If the husband and wife put up a business, is it a partnership?
-Partnership 1767 verbatim
-A and B contributed an industry both as a imited partner is it aowed?
!professiona partnership"
-#hat if A and B are e$perts in saes? !%o, saes is not a profession"
-&ssentia features of partnership
-A B and ' entered into a partnership with the agreement that pro(ts wi be
donated to charity, is it a partnership?
-#hat if A and B e$cuded ' from the share in pro(ts? Is that aowed?
-176) verbatim
-*o the shares in pro(ts and osses need to be stipuated? what if there is no
stipuation?
-Partnership vs+ 'orporation
-&,ect of partia awfu and partia unawfu partnership
-Partnership by estoppe
-&$ecution of pubic instrument on movabe property and capita -,.. and up/ 0ues
Bus Org cases:
1+ 1eirs of 2an &ng 3ee v+ 'A, !40 %o+" 156661, 7ct -, 5...
5+ 8erdinand 9antos v+ 9ps+ 0eyes, 1-:61-, 7ct 5:, 5..1
-+ Aureio ;iton<ua v+ &duardo ;iton<ua, 1665))--.., *ec 1-, 5..:
=+ 7scar Angees v+ 9ec+ of >ustice, 1=561, >u 5), 5..:
:+ ;iibeth 9uma-'han v+ ;amberto 'hua, 1=--=., Aug 1:, 5..1
6+ Prime ;in? Property v+ @a+ 'arita ;aAatin, 167-7), >un 57, 5..6
7+ @ariano Pascua v+ 'I0, ;-7615-, 7ct 16, 1)6-
6+ *an 1ue v+ IA', 7.)56, >an -1, 1)6)
)+ @ar<orie 2ocao v+ 'A, 157=.:, 7ct =, 5...
1.+ Antonia 2orres v+ 'A, 1-=::), *ec ), 1)))
11+ ;im 2om ;im v+ P+ 8ishi, 1-6==6, %ov -, 1)))
15+ &vangeista B 'o+ v+ 9antos, :1 9'0A =16
1-+ @obi 7i Phis+ v+ '8I, =.=:7, @ay 6, 1)).
1=+ 0amnani v+ 'A, 1)6 9'0A 71
Page 1 of 22
Heirs of Tan Eng Kee vs. CA Oc!o"er #$ 2%%%&
'ac!s: 2he heirs of 2an &ng 3ee, composed of his chidren and his wife, caims that
their father was a partner of 2an &ng ;ay in Benguet ;umber 'ompany+ 2an &ng ;ay
is the brother of the petitionersC father who accordung to them entered into a
partnership with the former after the ##II were they both pooed in their money in
order to recapitaiAe the business+ Petitioners wants to account, iDuidate and wind
up the partnership as we as the eDua division of the net assets of the company+
2hey aeged that since 2an &ng 3ee was conducting the a,airs of the
companyEbusiness with his brother, 4ave orders to the empoyees, prepared orders
for the suppiers, their famiies beind empoyed in the business and that their
famiies ived in the same compound where the Benguet ;umber 'ompany is found
then these estabishes the e$istence of a partnership+ 2hey aso aege that their
father was a co-owner of some 6. pieces of 4+I+ 9heets and that their father was
aso receiving money from the company+
Benguet ;umber 'ompany, represented by 2an &ng ;ay, answered by stating that
2an &ng 3ee was merey an empoyee of the said company evidenced by payros
and the 999 coverage of petitionersC father+ 2hey aso showed the registration of the
business as that of a proprietorship+
2he 02' of Baguio rued that there was a partnership between the two brothers in
the form of a <oint-venture+ 2he 'A reversed the decision of the 02'+
Issue: #7% 2an &ng 3ee and 2an &ng ;ay were partners in Benguet ;umber?
He(): %o partnership was estabished as the evidence presented was insuFcient+
2an &ng 3ee was merey an empoyee receiving wages+ 2he partnership contract is
reDuired to be in writing the capita of which e$ceeds P-,... and the (ndings of the
ower courts reveas the absence of such contract+ 'o-ownership or co-possession is
not an indicium of the e$istence of a partnership+ A demand for a periodic
accounting is evidence of a partnership which was not done by 2an &ng 3ee during
his ifetime being his right if ever he was a partner+ 2he documents presented, not
vaidy decared fasi(ed by another court, further proves the non-e$istence of a
partnership reation between the two brothers but an empoyer-empoyee
reationship+ 8urthermore, petitioners did not o,er or present evidence that their
father received amounts pertaining to his share in the pro(ts of the company+ 2he
aegations of petitioners merey shows that their father was merey invoved in the
operations of Benguet ;umber but does not estabish in what capacity+
Page 2 of 22
San!os *S. S+ouses Re,es
'ACTS: 7n >une 1-, 1)66, a ending business venture was aunched by
8ernando 9antos !petitioner", %ieves 0eyes !respondent" and @eiton Gabat with the
agreement that 9antos wi be the (nancer and wi receive the ionHs share of 7.I
of the pro(t+ 2he rest wi receive 1:I each+
2hereafter, Gabat was repaced by the husband of 0eyes because it was discovered
that the atter was engaged in the same ending business in competition with their
partnership+
7n >une :, 1)67, Gabat (ed a compaint for the recovery of sum of money from the
spouses 0eyes caiming that the atter misappropriated funds as empoyees+ 2he
spouses 0eyes answered that they are not mere empoyees but partners of the
petitioner+
2he tria court rued in favor of 9pouses 0eyes and was aFrmed by the 'ourt of
Appeas+
ISSUE: #7% there was a partnership estabished to engage in a money-ending
business+
#7% the 'A is correct in granting the spouses 0eyesH countercaim for their share in
partnership and for damages+
HE-.: As to the (rst I99J&, there is an estabishment of a partnership+ Jnder the
contract of partnership, two or more persons bind themseves to contribute money,
property and industry to a common fund, with the intention of dividing the pro(t
among themseves+ 2he stipuation between the petitioner and the respondent
spouses ceary shows that there is a partnership wherein the KArtices of
AgreementL, there are signatories that they sha share the pro(ts of the business in
7.-1:-1: manner, with petitioner getting the ionHs share+
As to the second I99J&, the 9' found a reason to disagree with 'A+ e$hibit K1.-IL
showed that the partnership earned a tota income of P5.,=5),:5. for the period of
>une 1-, 1)66 unti Apri 1), 1)67+ It did not consider the e$penses sustained by the
partnership+ A e$penses incurred by the money-ending enterprise of the parties
must (rst be deducted from the Ktota incomeL in order to arrive at the Knet pro(tL+
2he respondentsH e$hibits did not reMect the compete (nancia condition of the
money-ending business+
Page # of 22
AURE-IO K. -ITO/0UA$ 0R.$ vs. E.UAR.O K. -ITO/0UA$ SR$ e! a(. G.R. /os.
1112223#%%. .ece4"er 1#$ 2%%5&
'ACTS:
Petitioner and herein respondent are brothers+ 2he ega dispute between them
started when, Aureio (ed a suit against his brother &duardo aeging that, since
>une 1)7-, he and &duardo are into a <oint ventureEpartnership arrangement in the
7deon 2heater business which had accumuated various assets incuding but not
imited to the corporate defendants and their respective assets+ Aso, the
substantia assets of most of the corporate defendants consist of rea properties+
1owever, sometime in 1))5, the reations between Aureio and &duardo became
sour so that Aureio reDuested for an accounting and iDuidation of his share in the
<oint ventureEpartnership but to no avai+ Petitioner has reasonabe cause to beieve
that respondents are transferring various rea properties of the corporations
beonging to the <oint ventureEpartnership to other parties in fraud of petitioner+
ISSUE: 6O/ +e!i!ioner an) res+on)en! are consi)ere) +ar!ners in !7e
!7ea!re$ s7i++ing an) rea(!, "usiness.
HE-.:
2he instant petition is .E/IE.. A further e$amination of the aegations in the
compaint woud show that petitionerHs contribution to the so-caed
NpartnershipE<oint ventureN was his supposed share in their famiy business+ In other
words, his contribution as a partner in the aeged partnershipE<oint venture
consisted of immovabe properties and rea rights+ ;est it be overoo?ed, the
contract-vaidating inventory reDuirement under Artice 177- of the 'ivi 'ode
appies as ong as rea property or rea rights are initiay brought into the
partnership+ In conte$t, the more important consideration is that rea property was
contributed, in which case an inventory of the contributed property duy signed by
the parties shoud be attached to the pubic instrument, ese there is egay no
partnership to spea? of+
'onsidering that the aegations in the compaint showed that petitioner contributed
immovabe properties to the aeged partnership, the N@emorandumN which
purports to estabish the said NpartnershipE<oint ventureN is %72 a pubic instrument
and there was %7 inventory of the immovabe property duy signed by the parties+
As such, the said N@emorandumN is nu and void for purposes of estabishing the
e$istence of a vaid contract of partnership+
Page 8 of 22
Ange(es *S. Sec. Of 0us!ice
'ACTS: 7n %ovember 1))5, @ercado convinced Angees spouses to enter
into a contract of antichresis !sangaang-perde", covering 6 parces of and panted
with fruit-bearing anAones trees ocated in ;aguna and owned by Ivana 9aAo+ 2he
said contract was to ast for : years with P51.,... as consideration+ 9ince during
ony the wee?ends are the spouses abe to go to ;aguna, @ercado administered the
ands and competed the necessary paper wor?s+ @ercado gave accounting ony in
1))- and stopped in the year 1)):+ 2hey discovered that @ercado had put the
contract of sangaang-perde under @ercado and his spouseHs names+
In @ercadoHs counter aFdavit, he aeged that there was !sosyo industria" or
industria partnership agreement between them and that the Angees spouses are
the (nanciers and @ercado and his spouse as industria partners+ Jnder the
industria agreement, capita woud come from the Angees spouses whie the pro(t
woud be divided eveny between @ercado and the Angees spouses+
In the ruing of the Provincia Prosecution 7Fce, it stated that the accusation of
KestafaL ac?s enough credibe evidentiary support to sustain a prima facie (nding+
2he Angees spouses appeaed on the 9ecretary of >ustice+ It was rued that the
crime of estafa cannot be sustained+
ISSUE: #7% a partnership e$isted between @ercado and the Angees spouses+
HE-.: 2here was an estabishment of partnership between @ercado and the
Angees spouses+ 2here is a contract showing industria reationship and
contribution of money and industry to a common fund, and the division of pro(ts
between Angees spouses and @ercado+
8urthermore, the Angees spouses contributed money to the partnership and not
immovabe property and the mere faiure to register the contract of partnership
does not a,ect the iabiity of the partnership+ 2he purpose of registration of the
'7P is to give notice to third parties+ 8aiure to register the '7P, does not a,ect the
iabiity of the partnershipHs <uridica personaity+ A partnership may e$ist even if the
partners do not use the words KpartnerL or KpartnershipL+
-i(i"e!7 Sunga C7an vs -a4"er!o C7ua 4+0+ %o+ 1=--=. August 1:, 5..1"
'ACTS: In 1)77, ;amberto 'hua verbay entered into a partnership agreement with
>acinto ; 9unga, father of petitioner, in the distribution of 9heane ;iDue(ed
Petroeum 4as !;P4" in @ania+ 8or business convenience, respondent and >acinto
aegedy agreed to register the business name of their partnership, 91&;;I2& 4A9
APP;IA%'& '&%2&0 !hereafter 9heite", under the name of >acinto as a soe
Page 5 of 22
proprietorship+ 0espondent aegedy deivered his initia capita contribution of
P1..,...+.. to >acinto whie the atter in turn produced P1..,...+.. as his
counterpart contribution, with the intention that the pro(ts woud be eDuay divided
between them+
Jpon >acintoCs death in the ater part of 1)6), his surviving wife, petitioner 'eciia
and particuary his daughter, petitioner ;iibeth, too? over the operations, contro,
custody, disposition and management of 9heite without respondentCs consent+
*espite respondentCs repeated demands upon petitioners for accounting, inventory,
appraisa, winding up and restitution of his net shares in the partnership, petitioners
faied to compy+ Petitioner ;iibeth aegedy continued the operations of 9heite,
converting to her own use and advantage its properties+
7n @arch -1, 1))1, respondent caimed that after petitioner ;iibeth ran out the
aibis and reasons to evade respondentCs demands, she disbursed out of the
partnership funds the amount of P5..,...+.. and partiay paid the same to
respondent+ Petitioner ;iibeth aegedy informed respondent that the P5..,...+..
represented partia payment of the atterCs share in the partnership, with a promise
that the former woud ma?e the compete inventory and winding up of the
properties of the business estabishment+ *espite such commitment, petitioners
aegedy faied to compy with their duty to account, and continued to bene(t from
the assets and income of 9heite to the damage and pre<udice of respondent+
2ria court directed petitioner to render an accounting, to restitute to the partnership
a properties, assets, income and pro(ts they misappied and converted to their
own use and advantage, to pay the painti, earned but unreceived income and
pro(ts from the partnership from 1)66 to @ay -., 1))5, 70*&0I%4 them to wind up
the a,airs of the partnership and terminate its business activities pursuant to aw+
'A aFrmed the decision+
ISSUES: #7% there e$ists a partnership
HE-.: *ecision is aFrmed+
Ra!io .eci)en)i: A partnership may be constituted in any form, e$cept where
immovabe property of rea rights are contributed thereto, in which case a pubic
instrument sha necessary+6 1ence, based on the intention of the parties, as
gathered from the 8A'29 and ascertained from their anguage and conduct, a verba
contract of partnership may arise+7 2he essentia pro(ts that must be proven to that
a partnership was agreed upon are !1" mutua contribution to a common stoc?, and
!5" a <oint interest in the pro(ts+
Pri4e(in9 v -o+e: !4+0+ %o+ 167-7) >une 57, 5..6"
Page 1 of 22
'ACTS: Primein? Properties and *eveopment 'orporation !Primein? for brevity" is
a domestic corporation engaged in rea estate deveopment+ 0afaeito #+ ;opeA is
its President and 'hief &$ecutive 7Fcer+-
@a+ 'ara 2+ ;aAatin-@agat and her brothers, are co-owners of two !5" ad<oining
parces of andocated in 2agaytay 'ity and covered by 2ransfer 'erti(cate of 2ite
!2'2" %o+ 2-1.6=6= of the 0egister of *eeds of 2agaytay 'ity+
7n @arch 1., 1))=, the ;aAatins and Primein?, represented by ;opeA, in his
capacity as President, entered into a >oint Oenture Agreement: !>OA" for the
deveopment of the aforementioned property into a residentia subdivision to be
?nown as N2agaytay 4arden Oias+N Jnder the >OA, the ;aAatin sibings obiged
themseves to contribute the two parces of and as their share in the <oint venture+
8or its part, Primein? undertoo? to contribute money, abor, personne,
machineries, eDuipment, contractorHs poo, mar?eting activities, manageria
e$pertise and other needed resources to deveop the property and construct therein
the units for sae to the pubic+
In a ;etter1- dated Apri 1., 1))7, the ;aAatins, through counse, demanded that
Primein? compy with its obigations under the >OA, otherwise the appropriate action
woud be (ed against it to protect their rights and interests+ 2his impeed the
oFcers of Primein? to meet with the ;aAatins and enabed the atter to review its
business recordsEpapers+ In another ;etter1= dated 7ctober 55, 1))7, the ;aAatins
informed Primein? that they had decided to rescind the >OA e,ective upon its
receipt of the said etter+ 2he ;aAatins demanded that Primein? cease and desist
from further deveoping the property+
2ria court rendered a decision rescinding the >oint Oenture Agreement e$ecuted
between the painti,s and the defendants/ immediatey restoring to the painti,s
possession of the sub<ect parces of and/ ordering the defendants to render an
accounting of a income generated as we as e$penses incurred and disbursement
made in connection with the pro<ect+ 'A aFrmed tria courtHs decision ruingthat,
under Phiippine aw, a <oint venture is a form of partnership and is to be governed
by the aws of partnership+
ISSUE: #7% tria court erred in rescinding the >OA between the parties
HE-.: 9' aFrmed appeate courtHs decision+
0atio *ecidendiP As a genera rue, the reation of the parties in <oint ventures is
governed by their agreement+ #hen the agreement is sient on any particuar
I99J&, the genera principes of partnership may be resorted to+ 2he ega concept
of a <oint venture is of common aw origin+ It has no precise ega de(nition, but it
has been generay understood to mean an organiAation formed for some temporary
purpose+ It is, in fact, hardy distinguishabe from the partnership, since eements
are simiar Q community of interest in the business, sharing of pro(ts and osses,
Page ; of 22
and a mutua right of contro+ 2he main distinction cited by most opinions in
common aw <urisdictions is that the partnership contempates a genera business
with some degree of continuity, whie the <oint venture is formed for the e$ecution
of a singe transaction, and is thus of a temporary nature+ this observation is not
entirey accurate in this <urisdiction, since under the 'ivi 'ode, a partnership may
be particuar or universa, and a particuar partnership may have for its ob<ect a
speci(c underta?ing+ It woud seem therefore that, under Phiippine aw, a <oint
venture is a form of partnership and shoud thus be governed by the aws of
partnership+ 2he 9upreme 'ourt has, however, recogniAed a distinction between
these two business forms, and has 1&;* that athough a corporation cannot enter
into a partnership contract, it may, however, engage in a <oint venture with others+
#hen the 02' rescinded the >OA on compaint of respondents based on the evidence
on record that petitioners wifuy and persistenty committed a breach of the >OA,
the court thereby dissovedEcanceed the partnership+:= #ith the rescission of the
>OA on account of petitionersH frauduent acts, a authority of any partner to act for
the partnership is terminated e$cept so far as may be necessary to wind up the
partnership a,airs or to compete transactions begun but not yet (nished+:: 7n
dissoution, the partnership is not terminated but continues unti the winding up of
partnership a,airs is competed+:6 #inding up means the administration of the
assets of the partnership for the purpose of terminating the business and
discharging the obigations of the partnership+
<ARIA/O P. PASCUA- an) RE/ATO P. .RAGO/$ +e!i!ioners$ vs. THE
CO<<ISSIO/ER O' I/TER/A- RE*E/UE an) COURT O' TA= APPEA-S$
res+on)en!s
'ac!s:
7n >une 55, 1)6:, petitioners bought 5 parces of and from 9antiago Bernardino, et
a+ And on @ay 56, 1)66, they bought another - parces of and from >uan 0oDue+
2he (rst 5 parces of and were sod by petitioners in 1)66 to @arenir *evt
'orporation, whie the - parces of and were sod to petitioner &rinda 0eyes and
@aria 9amson in 1)7.+ Petitioners reaiAed a net pro(t in the sae made in 1)66 in
the amt of 16:,55=+7. whie they reaiAed a net pro(t of 6.,... in 1)7.+ 2he
corresponding capita gains ta$es were paid by petitioners in 1)7- and 1)7= by
avaiing of the ta$ amnesties granted in the said years+
Page > of 22
In 1)7), Acting 'ommissioner &fren Pana, in his etter, assessed petitioners and
reDuired them to pay a tota of 1.7,1.1+7. as aeged de(ciency corporate income
ta$es for the years 1)66 and 1)7.+ Petitioners protested the assessment asserting
that they had avaied of ta$ amnesties in 1)7=+
In their repy, 'ommissioner informed that in 1)66 and 1)7., petitioners as co-
ownersd in the rea estate transactions formed an unregistered partnership or <oint
venture ta$abe as a corporation and its income was sub<ect to the ta$es prescribed
under sec5=, both of the %ationa Interna 0evenue 'ode/ that the unregistered
partnership was sub<ect to the ta$es prescribed therein/ and that the avaiment of
ta$ amnesty under P* 5- did not reieve them from the iabiity of the unregistered
partnership+ 1ence petitioners were reDuired to pay the de(ciency income ta$
assessed+ Petitioners (ed a petition for review with the respondent court of ta$
appeas/ the court aFrmed the decision of the respondent commissioner+
Issue: whether or not an unregistered partnership was reay formed by petitioners
which i?e a corporation was sub<ect to corporate income ta$ distinct from that
imposed on the partners
Ru(ing:
2here is no evidence that petitioners entered into an agreement to contribute
money, property, or industry to a common fund, and that they intended to divide
the pro(ts among themseves+ 0espondent commisiioner <ust assumed these
conditions to be present on the basis of the fact that petitioners purchased certain
parces of and and became co-owners thereof+ In the instant case, petitioners
bought parces of and in 1)6:, they did not se the same nor ma?e any
improvements thereon+ In 1)66, they bought another - parces of and from one
seer+ It was ony in 1)66 when they sod the two parces of and after which they
did not ma?e any add or new purchase+ 2he transactions were isoated+ 2he
character of habituaity pecuiar to business transactions were not present+ In the
&vangeista case, the properties were eased out to tenants for severa years+ 2he
business was under manangement of one of the partners, uch condition e$isted for
1:years+ %one of those circumstances are present in the case at bar+
2he sharing of returns does not in itsef estabish a partnership whether or not the
persons sharing therein have a <oint or common right or interest in the property+
2here must be a cear intent to form a partnership, the e$istence of a <uridica
personaity di,erent from the individua partnersR
In the present case, there is cear evidence of co-ownership between the
petitioners+ 2here is no adeDuate basis to support the proposition that they formed
an unregistered partnership++
2hey shared in the gross pro(ts as co-owners and paid their capita gains ta$es on
their net pro(ts and avaied of the ta$ amnesty thereby+
Page 2 of 22
&ven assuming that such an unregistered partnership e$ists, since there is no such
e$isting unregistered partnership with a distinct personaity nor with assets that can
be hed iabe for said de(ciency corporate income ta$, then petitioners $an be hed
individuay iabe as partners for the unpaid obigation of the partnership+ 1owever,
as petitioners have avaied of the bene(ts of ta$ amnesty as individua ta$payers in
these transactions, they are thereby reieved of any further ta$ iabiity arising
therefrom+
.A/ 'UE -EU/G$ +e!i!ioner$ vs. HO/. I/TER<E.IATE APPE--ATE COURT
an) -EU/G ?IU$ res+on)en!s.
'ACTS: 9un #ah Panciteria, a restaurant estabished sometime in 7ctober 1):: in
9ta+ 'ruA, @ania, was registered as a singe proprietorship, with icenses and
permits issued to and in favor of petitioner *an 8ue ;eung+ Private respondent
;eung Siu aege that the restaurant was actuay a partnership as he had
contributed P=, ...+.. to its initia estabishment with the understanding that he
woud be entited to 55I of the annua pro(t derived from the operation of the said
panciteria+ 1e aso produced evidence that he received the amount of P15, ...+..
from the petitioner from the pro(ts of the operation of the restaurant in 1)7=+
Petitioner, on the other hand, denied respondentHs caim and aso contended atey
that it was erroneous for the courts to interpret or construe theT(nancia assistanceH
mentioned in the private respondentHs compaint to mean the contribution of a
partner to a partnership+ As between the conMicting evidence of the parties, the tria
court and the appeate court gave credence to the fact that private respondent is a
partner of the petitioner in the setting up and operations of the panciteria, entiting
him to his share of the annua pro(ts of the said restaurant+
ISSUE: Is the private respondent a partner of the petitioner in the estabishment of
9un #ah Panciteria?
HE-.: S&9+ 2he ower courts did not err in construing the compaint as one wherein
the private respondent asserted his rights as partner of the petitioner in the
estabishment of the 9un #ah Panciteria, notwithstanding the use of the term
T(nancia assistanceH therein+ 4iven its ordinary meaning, (nancia assistance is the
Tgiving out of money to another without the e$pectation of any returns therefromH
but this circumstance under which the P=, ...+.. was given to the petitioner does
not obtain in this case+ 2he compaint e$picity stated that as a return for such
(nancia assistance, painti, woud be entited to 55I of the annua pro(t derived
from the operation of the said panciteria+ 2he reDuisites of a partnership which are
Q 1" two or more persons bind themseves to contribute money, property or industry
to a common fund and 5" intention on the partner of the partners to divide the
pro(ts among themseves have been aso estabished+
Page 1% of 22
<AR0ORIE TOCAO an) 6I--IA< T. BE-O$ petitioners, vs+ COURT O' APPEA-S
an) /E/ITA A. A/A?$ respondent+
R E S O - U T I O /
2he inherent powers of a 'ourt to amend and contro its processes and orders so as
to ma?e them conformabe to aw and <ustice incudes the right to reverse itsef,
especiay when in its honest opinion it has committed an error or mista?e in
<udgment, and that to adhere to its decision wi cause in<ustice to a party itigant+1
7n %ovember 1=, 5..1, petitioners @ar<orie 2ocao and #iiam 2+ Beo (ed a @otion
for 0econsideration of our *ecision dated 7ctober =, 5...+ 2hey maintain that there
was no partnership between petitioner Beo, on the one hand, and respondent
%enita A+ Anay, on the other hand/ and that the atter being merey an empoyee of
petitioner 2ocao+
After a carefu review of the evidence presented, we are convinced that, indeed,
petitioner Beo acted merey as guarantor of 4eminesse &nterprise+ 2his was
categoricay aFrmed by respondentCs own witness, &iAabeth Bantian, during her
cross-e$amination+ 8urthermore, Bantian testi(ed that it was Peter ;o who was the
companyCs (nancier+ 2husP
U - Sou mentioned a whie ago the name #iiam Beo+ %ow, what is the roe of
#iiam Beo with 4eminesse &nterprise?
A - #iiam Beo is the friend of @ar<orie 2ocao and he was the guarantor of the
company+
U - #hat do you mean by guarantor?
A - 1e guarantees the stoc?s that she owes somebody who is Peter ;o and he
acts as guarantor for us+ #e can borrow money from him+
U - Sou mentioned a certain Peter ;o+ #ho is this Peter ;o?
A - Peter ;o is based in 9ingapore+
U - #hat is the roe of Peter ;o in the 4eminesse &nterprise?
A - 1e is the one ($ing our orders that open the ;E'+
U - Sou mean Peter ;o is the (nancier?
A - Ses, he is the (nancier+
Page 11 of 22
U - And the defendant #iiam Beo is merey the guarantor of 4eminesse
&nterprise, am I correct?
A - Ses, sir5
2he foregoing was neither refuted nor contradicted by respondentCs evidence+ It
shoud be recaed that the business reationship created between petitioner 2ocao
and respondent Anay was an informa partnership, which was not even recorded
with the 9ecurities and &$change 'ommission+ As such, it was understandabe that
Beo, who was after a petitioner 2ocaoCs good friend and con(dante, woud
occasionay participate in the a,airs of the business, athough never in a forma or
oFcia capacity+- Again, respondentCs witness, &iAabeth Bantian, con(rmed that
petitioner BeoCs presence in 4eminesse &nterpriseCs meetings was merey as
guarantor of the company and to hep petitioner 2ocao+=
8urthermore, no evidence was presented to show that petitioner Beo participated in
the pro(ts of the business enterprise+ 0espondent hersef professed ac? of
?nowedge that petitioner Beo received any share in the net income of the
partnership+: 7n the other hand, petitioner 2ocao decared that petitioner Beo was
not entited to any share in the pro(ts of 4eminesse &nterprise+6 #ith no
participation in the pro(ts, petitioner Beo cannot be deemed a partner since the
essence of a partnership is that the partners share in the pro(ts and osses+7
'onseDuenty, inasmuch as petitioner Beo was not a partner in 4eminesse
&nterprise, respondent had no cause of action against him and her compaint
against him shoud accordingy be dismissed+
As regards the award of damages, petitioners argue that respondent shoud be
deemed in bad faith for faiing to account for stoc?s of 4eminesse &nterprise
amounting to P5.6,5:.+.. and that, accordingy, her caim for damages shoud be
barred to that e$tent+ #e do not agree+ 4iven the circumstances surrounding
private respondentCs sudden ouster from the partnership by petitioner 2ocao, her
act of withhoding whatever stoc?s were in her possession and contro was <usti(ed,
if ony to serve as security for her caims against the partnership+ 1owever, whie
we do not agree that the same renders private respondent in bad faith and shoud
bar her caim for damages, we (nd that the said sum of P5.6,5:.+.. shoud be
deducted from whatever amount is (nay ad<udged in her favor on the basis of the
forma account of the partnership a,airs to be submitted to the 0egiona 2ria 'ourt+

#1&0&870&, based on the foregoing, the @otion for 0econsideration of petitioners
is PA02IA;;S 40A%2&*+ 2he 0egiona 2ria 'ourt of @a?ati is hereby ordered to
*I9@I99 the compaint, doc?eted as 'ivi 'ase %o+ 66-:.), as against petitioner
#iiam 2+ Beo ony+ 2he sum of P5.6,5:.+.. sha be deducted from whatever
Page 12 of 22
amount petitioner @ar<orie 2ocao sha be 1&;* iabe to pay respondent after the
norma accounting of the partnership a,airs+
A/TO/IA TORRES assis!e) ", 7er 7us"an)$ A/GE-O TORRES@ an)
E<ETERIA BARI/G$petitioners, vs+ COURT O' APPEA-S an) <A/UE-
TORRES$ respondents+
'ACTS: 2his is a petition for 0eview on 'ertiorari for the decision of the 'ourt of
Appeas aFrming the decision of the 2ria 'ourt in favour of herein respondent and
denying reconsideration+
9isters Antonia 2orres and &meteria Baring, petitioners, entered into a "joint
venture agreement"with 0espondent @anue 2orres for the deveopment of a
parce of and into a subdivision+ 2hey e$ecuted a *eed of 9ae covering the said
parce of and in favor of respondent, who then had it registered in his name+ By
mortgaging the property, respondent obtained from &Duitabe Ban? a oan of
P=.,... which was to be used for the deveopment of the subdivision+ All three of
them also agreed to share the proceeds from the sale of the subdivided
lots.
2he pro<ect did not push through, and the and was subseDuenty forecosed by the
ban?+
0espondent used the oan to impement the Agreement, among others areP e,ect
the survey and subdivision of the ots/ approva of the subdivision pro<ect with ;apu
;apu 'ity 'ounci/ advertisement in the oca newspaper/ construction of roads,
curbs and gutters/ and construction of 6 ow cost housing units+
0espondent caimed that the subdivision pro<ect faied, however, because
petitioners and their reatives had separatey caused the annotations of adverse
caims on the tite to the and, which eventuay scared away prospective buyers+
*espite his reDuests, petitioners refused to cause the cearing of the caims, thereby
forcing him to give up on the pro<ect+
Petitioners (ed with the 02' a civi action against respondent+ 02' rued in favour of
respondent and which was ater aFrmed by 'A+ 1ence, this Petition+
ISSUE: #7%, the 'A erred in concuding that the agreement entered between
petitioners and respondent was that of a <oint ventureEpartnership+
HE-.: Art+ 1767+ By the contract of partnership two or more persons bind
themseves to contribute money, property, or industry to a common fund, with the
intention of dividing the pro(ts among themseves+
Page 1# of 22
Jnder the parties Agreement, petitioners woud contribute property to the
partnership in the form of and which was to be deveoped into a subdivision/ whie
respondent woud give, in addition to his industry, the amount needed for genera
e$penses and other costs+ 8urthermore, the income from the said pro<ect woud be
divided according to the stipuated percentage+ 'eary, the contract manifested the
intention of the parties to form a partnership+
It shoud be stressed that the parties impemented the contract+ 2hus, petitioners
transferred the tite to the and to faciitate its use in the name of the respondent+
7n the other hand, respondent caused the sub<ect and to be mortgaged, the
proceeds of which were used for the survey and the subdivision of the and and so
on+ 0espondentCs actions ceary contradict petitionersC contention that he made no
contribution to the partnership+ Jnder Artice 1767 of the 'ivi 'ode, a partner may
contribute not ony money or property, but aso industry+
@oreover, petitioners contend that they cannot be bound by the contract+
Art+ 1-1:+ 'ontracts are perfected by mere consent, and from that moment the
parties are bound not ony to the fu(ment of what has been e$pressy stipuated
but aso to a the conseDuences which, according to their nature, may be in ?eeping
with good faith, usage and aw+
It is undisputed that petitioners are educated and are thus presumed to have
understood the terms of the contract they vountariy signed+ If it was not in
consonance with their e$pectations, they shoud have ob<ected to it and insisted on
the provisions they wanted+
'ourts are not authoriAed to e$tricate parties from the necessary conseDuences of
their acts, and the fact that the contractua stipuations may turn out to be
(nanciay disadvantageous wi not reieve parties thereto of their obigations+ 2hey
cannot now disavow the reationship formed from such agreement due to their
supposed misunderstanding of its terms+
;asty, caiming that respondent was soey responsibe for the faiure of the
subdivision pro<ect, petitioners maintain that he shoud be made to pay damages
eDuivaent to 6. percent of the vaue of the property, which was their share in the
pro(ts under the >oint Oenture Agreement+
#e are not persuaded+ 2rue, the 'ourt of Appeas 1&;* that petitionersC acts were
not the cause of the faiure of the pro<ect+ But it aso rued that neither was
respondent responsibe therefor+ In imputing the bame soey to him, petitioners
faied to give any reason why we shoud disregard the factua (ndings of the
appeate court reieving him of faut+ Accordingy, we (nd no reversibe error in the
'ACs ruing that petitioners are not entited to damages+
Page 18 of 22
#1&0&870&, the Petition is hereby *&%I&* and the chaenged *ecision A88I0@&*+
'osts against petitioners+
-I< TO/G -I< v. PHI-IPPI/E 'ISHI/G GEAR I/.USTRIES I/C G.R. /o.
1#188>@ /ove4"er #$ 1222&
'ACTSP 7n behaf of N7cean Uuest 8ishing 'orporation,N Antonio 'hua and Peter Sao
entered into a 'ontract dated 8ebruary 7, 1))., for the purchase of (shing nets of
various siAes from the Phiippine 8ishing 4ear Industries, Inc+ !herein respondent"+
2hey caimed that they were engaged in a business venture with Petitioner ;im 2ong
;im, who however was not a signatory to the agreement+ 2he tota price of the nets
amounted to P:-5,.=:+ 8our hundred pieces of Moats worth P66,... were aso sod
to the 'orporation+
2he buyers, however, faied to pay for the (shing nets and the Moats/ hence, private
respondents (ed a coection suit against 'hua, Sao and Petitioner ;im 2ong ;im
with a prayer for a writ of preiminary attachment+ 2he suit was brought against the
three in their capacities as genera partners, on the aegation that N7cean Uuest
8ishing 'orporationN was a none$istent corporation as shown by a 'erti(cation from
the 9ecurities and &$change 'ommission+ 7n 9eptember 5., 1))., the ower court
I99J&d a #rit of Preiminary Attachment, which the sheri, enforced by attaching the
(shing nets on board 8EB ;ourdes which was then doc?ed at the 8isheries Port,
%avotas, @etro @ania+
ISSUE: #hether or not there was a partnership?
HE-.: Ses+ it is cear that 'hua, Sao and ;im had decided to engage in a (shing
business, which they started by buying boats worth P-+-: miion, (nanced by a
oan secured from >esus ;im who was petitionerCs brother+ 2hese boats, the
purchase and the repair of which were (nanced with borrowed money, fe under the
term Ncommon fundN under Artice 1767+ 2he contribution to such fund need not be
cash or ($ed assets/ it coud be an intangibe i?e credit or industry+ 2hat the parties
agreed that any oss or pro(t from the sae and operation of the boats woud be
divided eDuay among them aso shows that they had indeed formed a partnership+
4iven the preceding 8A'29, it is cear that there was, among petitioner, 'hua and
Sao, a partnership engaged in the (shing business+ 2hey purchased the boats, which
constituted the main assets of the partnership, and they agreed that the proceeds
from the saes and operations thereof woud be divided among them+
Page 15 of 22
E*A/GE-ISTA A CO v. ABA. SA/TOS G.R. /o. #11>8@ 0une 2>$ 12;#&
.oc!rine: It is not disputed that the provision against the industria partner
engaging in business for himsef see?s to prevent any conMict of interest between
the industria partner and the partnership, and to insure faithfu compiance by said
partner with this prestation+
'ac!s:
7n 7ctorber .), 1):=, a co-partnership was formed named K&vangeista and 'o+L
7n >une .7, 1)::, the Artices of the 'o-partnership was amended in order to
incude herein respondent &strea Abad 9antos as an industria partner+
8urthermore, in the said amended artice, it was agreed upon that the pro(ts and
osses sha be divided as foowsP !1" 7.I for the (rst three !-" partners/ and !5"
-.I for respondent &strea Abad 9antos+
7n *ecember 17, 1)6-, herein respondent (ed suit against the three other
partners in the 'ourt of 8irst Instance of @ania, aeging that the partnership, which
was aso made a party-defendant, had been paying dividends to the
partners except to her/ and that notwithstanding her demands the defendants had
refused and continued to refuse and et her e$amine the partnership boo?s or to
give her information regarding the partnership a,airs to pay her any share in the
dividends decared by the partnership+ 9he therefore prayed that the defendants be
ordered to render accounting to her of the partnership business and to pay her
corresponding share in the partnership pro(ts after such accounting, pus attorneyCs
fees and costs+
2he defendants, in their answer, aeged the foowingP !1" the amended Artices of
'o-partnership did not e$press the true agreement of the parties, which was that
the painti, was not an industria partner/ !5" that she did not in fact contribute
industry to the partnership/ and !-" that her share of 30% was to be based on the
profts which might be realized by the partnership only until full payment of the
loan which it had obtained in December, 1!! from the 0ehabiitation 8inance
'orporation in the sum of P-.,..., for which the painti, had signed a promisory
note as co-ma?er and mortgaged her property as security/ and !=" that in any event
the respondent "as a #udge of the $ity $ourt of %anila&was awfuy !'ee (rticle
1)*& e$cuded from, and deprived of, her aeged share, interests and participation,
as an aeged industria partner, in the partnership &vangeista B 'o+, and its pro(ts
or net income+
Issue: 1.& #hether or not the respondent &strea Abad 9antos is an industrial
partner or merey a proft sharer !as aeged by petitioners" entited to -.I of the
net pro(ts that may be reaiAed by the partnership from >une .7, 1):: until her
mortgage oan sha be fuy paid?
Page 11 of 22
2.& #hether or not respondent as a >udge of the 'ity 'ourt of @ania is
engaged in business and thereby awfuy e$cuded and deprived of, her aeged
share, interests and participation, as an aeged industria partner, in the
partnership &vangeista B 'o+, and its pro(ts or net income pursuant to Artice
176)+
Ru(ing:
1.& 2he 9upreme 'ourt aFrmed the facts concuded by the 'ourt of
Appeas that respondent &strea 9antos is an industria partner because the Artices
of the co-partnership indubitaby show the respondent is an industria partner+ Aso
by the fact that from >une 7, 1):: up to the (ing of their answer to the compaint
on 8ebruary 6, 1)6= V or a period of over eight !6" years V appeants did nothing
to correct the aeged fase agreement of the parties contained in the same+
2.& It is not disputed that the provision against the industria partner
engaging in business for himsef see?s to prevent any conMict of interest between
the industria partner and the partnership, and to insure faithfu compiance by said
partner with this prestation+ 2here is no pretense, however, even on the part of the
appeee is engaged in any business antagonistic to that of appeant
company, since being a >udge of one of the branches of the 'ity 'ourt of @ania can
hardy be characteriAed as a business+
2he 9upreme 'ourt further hedP
+,hat has gone before persuades us to hold with the lower $ourt that appellee is
an industrial partner of appellant company, with the right to demand for a formal
accounting and to recei-e her share in the net proft that may result from such an
accounting, which right appellants ta.e exception under their second assigned
error. /ur said holding is based on the following article of the 0ew $i-il $ode1
2(34. 1*. (ny partner shall ha-e the right to a formal account as to partnership
a5airs1
"1& 6f he is wrongfully excluded from the partnership business or possession of its
property by his co7partners8
"9& 6f the right exists under the terms of any agreement8
"3& (s pro-ided by article 1*0)8
":& ,hene-er other circumstance render it ;ust and reasonable.
,e fnd no reason in this case to depart from the rule which limits this $ourt2s
appellate ;urisdiction to re-iewing only errors of law, accepting as conclusi-e the
factual fndings of the lower court upon its own assessment of the e-idence.<
Page 1; of 22
<OBI- OI- PHI-IPPI/ES$ I/C.$ +e!i!ioner$ vs. COURT O' 'IRST I/STA/CE O'
RIBA-$ BRA/CH *I$ GE<I/IA/O '. ?ABUT an) AGUE.A E/RICUEB ?ABUT$
res+on)en!s !4+0+ %o+ =.=:7 @ay 6, 1))5"
'ac!s:
7n %ovember 6, 1)75, petitioner @obi 7i (ed a compaint in the '8I of 0iAa
against the partnership ;a @aorca and its genera partners, which incuded private
respondents for coection of a sum of money arising from gasoine purchased on
credit but not paid, for damages and attorneyHs fees+
7n *ecember 55, 1)75, @obi, with eave of court (ed an Amended compaint
impeading the heirs of the deceased partners as defendants+ *uring the hearing,
the parties agreed to submit the case for decision on the basis of evidence on
record adduced by petitioner but Kto e$cude past interest in the amount of P1:.,
... and to award nomina attorneyHs fees+L 7n 5: >uy 1)7=, a decision was
rendered in favor of petitioner+ Private respondents (ed a petition to modify
decision and a petition for reconsideration+ 2he petition was predicated on the
foowingP
1+ 2hat there was no stipuation or agreement of the parties on the award of
attys fees
5+ 2hat @igue &nriDueA, not being a genera partner, coud not bind the
partnership in the saes agreement he signed with painti, and
-+ 2hat defendant 4eminiano Sabut aready withdrew as partner and pres of ;a
@aorca on 9ept 1=, 1)75+
2he court issued its disputed order decaring nu and void its decision insofar as
priv respondents are concerned on the ground that there was no evidence to show
that the counse for the defendants had been authoriAed by their cients to enter
into a stipuation of facts with petitioner+ Petitioner (ed a motion for reconsideration
and cari(cation, see?ing the recon of such order, hence this petition+
Issue: whether or not pubic respondent court acted with grave abuse of discretion
amounting to ac? of <urisdiction in decaring nu and void its earier decision
Ru(ing: 2he 'ourt (nds merit in the instant petition+
2he records show that petitioner had aready adduced evidence and formay
o,ered its evidence in court/ that during the hearing for the presentation of
defendantHs evidence the parties, through their counses, @J2JA;;S agreed to the
waiver of the presentation of defendantHs evidence on the one hand, and the waiver
of past interest on the part of the painti, and the payment of ony nomina attys
Page 1> of 22
fees+ 2here has been a mutua waiver by the parties+ 2he counses hadthe impied
authority to do a acts necessary or incidenta to the prosecution and management
of the suit in behaf of their cients who were a present and never ob<ected to the
disputed order of the respondent court+
@oreover, the court does not (nd the grounds reied upon in the petition of the
private respondents+ @r @igue &nriDueA automaticay became genera partner of
the partnership ;a @aorca being one of the heirs of the deceased partner @ariano
&nriDueA+ 2he Artice of 'o-Partnership of ;a @aorca provides Kif during the
e$istence of the co-partnership, any of the herein petitioners shoud die, the co-
partnership sha continue to e$ist amongst the surviving partners and the heir or
heirs of the deceased partnersRL
As to respondent SabutHs caim that he cannot be iabe as partner, he having
withdrawn as such, does not convince the court+ 2he debt was incurred ong before
his withdrawa as partner and ong before his resignation from the partnership+ 1e
coud not <ust withdraw uniateray to avoid his iabiity as a genera partner to third
persons+
4+0+ %o+ 6:=)= @ay 7, 1))1
CHOITHRA< 0ETH<A- RA</A/I A/.DOR /IR<-A *. RA</A/I an) <OTI G.
RA</A/I$petitioners, vs+COURT O' APPEA-S$ SPOUSES ISH6AR 0ETH<A-
RA</A/I$ SO/?A 0ETH<A- RA</A/I an) O*ERSEAS HO-.I/G CO.$
-T..$ respondents+
4+0+ %o+ 6:=)6 @ay 7, 1))1
SPOUSES ISH6AR 0ETH<A- RA</A/I A/. SO/?A 0ET RA</A/I$ petitioners,
vs+ THE HO/ORAB-E COURT O' APPEA-S$ ORTIGAS A CO.$ -T..
PART/ERSHIP$ an) O*ERSEAS HO-.I/G CO.$ -T..$ respondents+
'ACTS: Ishwar >ethma 0amnani and his wife 9onya had their main business based
in %ew Sor?+ Ishwar received J9 W1:.,...+.. from his father-in-aw in 9witAerand+
In 1)6:, Ishwar >ethma 0amnani sent the amount of J9 W1:.,...+.. to 'hoithram
in two ban? drafts of J9W6:,...+.. and J9W6:,...+.. for the purpose of investing
the same in rea estate in the Phiippines+
9ubseDuenty, spouses Ishwar e$ecuted a genera power of attorney appointing
IshwarHs fu bood brothers 'hoithram and %avarai as attorneys-in-fact,
empowering them to manage and conduct their business concerns in the
Phiippines+
Page 12 of 22
'hoithram, as attorney-in-factr, entered into two agreements for the purchase of
two parces of and ocated in Pasig 0iAa from 7rtigas B 'ompany, ;td+ Partnership
!7rtigas ;td+" with a tota area of appro$imatey 1.,.=6 sDuare meters+
2hree buidings were constructed thereon and were eased out by 'hoithram as
attorney-in-fact of spouses Ishwar+ 2wo of these buidings were ater burned+
In 1)7. Ishwar as?ed 'hoithram to account for the income and e$penses reative to
these properties during the period 1)67 to 1)7.+
'hoithram faied and refused to render such accounting which prompted Ishwar to
revo?e the genera power of attorney+
'hoithram and 7rtigas ;td+ were duy noti(ed by notice in writing of such
revocation+ It was aso registered with the 9ecurities and &$change 'ommission and
pubished in 2he @ania 2imes+
%evertheess, 'hoithram as such attorney-in-fact of Ishwar, transferred a rights
and interests of Ishwar spouses in favor of %irma 0amnani, the wife of 'hoitramHs
son, @oti+
7rtigas aso e$ecuted the corresponding deeds of sae in favor of %irma and the
2'2 I99J&d in her favour++
2hus, spouses Ishwar (ed a compaint in the 'ourt of 8irst Instance of 0iAa against
'hoithram and spouses %irma and @oti !'hoithram et a+" and 7rtigas ;td+ for
reconveyance of said properties or payment of its vaue and damages+
2ria court dismissed the compaint ruing that the one testimony of Ishwar
regarding the cash remittance is unworthy of faith and credit because the cash
remittance was made before the e$ecution of the genera power of attorney+ Ishwar
aso faied to corroborate this one testimony and did not e$hibit any commercia
document as regard to the aeged remittances+
It beieved the caim of 'hoitram that he and Ishwar entered into a temporary
arrangement in order to enabe 'hoithram, then a British citiAen, to purchase the
properties in the name of Ishwar who was an American citiAen and who was then
Duai(ed to purchase property in the Phiippines under the then Parity Amendment+
Jpon appea, the 'A reversed the decision and gave credence to Ishwar+
It up1&;* the vaidity of IshwarHs testimony and gave cogniAance to a etter written
by 'hoihtram imporing Ishwar to renew the power of attorney after it was revo?ed+
It states therein that 'hoithram reassures his brother that he is not after his money
and that the revocation is hurting the reputation of Ishwar+ 'hoithram aso made no
mention of his caimed temporary arrangement in the etter++
Page 2% of 22
2he 'A rued that 'hoithram is aso estopped in pais or by deed from caiming an
interest over the properties+ Because of 'hoitramHs admissions from !1" power of
attorney, !5" the Agreements, and !-" the 'ontract of ;ease
It furthermore 1&;* that 'hoithramCs Ctemporary arrangement, by which he
caimed purchasing the two !5" parces in Duestion in 1)66 and pacing them in the
name of Ishwar who is an American citiAen circumvents the disDuai(cation
provision of aiens acDuiring rea properties in the Phiippines+ Jphoding the
supposed Ntemporary arrangementN with Ishwar woud be sanctioning the
perpetration of an iega act and cupabe vioation of the 'onstitution+
*uring the pendency of the case, 'hoithram made severa attempts to dispose of
his properties by way of donation and aso mortgaged the properties under itigation
for - miion J9* to a she partnership with a mere capita of 1.. J9*+
2he 9upreme 'ourt aFrms the (ndings of the 'ourt of Appeas+
ISSUE: #hether or not there was a partnership between the brothers Ishwar and
'hoithram
HE-.: Ses, &ven without a written agreement, the scenario is cear+ 9pouses Ishwar
suppied the capita of W1:.,...+.. for the business+ 2hey entrusted the money to
'hoithram to invest in a pro(tabe business venture in the Phiippines+ 8or this
purpose they appointed 'hoithram as their attorney-in-fact+
'hoithram in turn decided to invest in the rea estate business+ 1e bought the two
!5" parces of and in Duestion from 7rtigas as attorney-in-fact of Ishwar- Instead of
paying for the ots in cash, he paid in instaments and used the baance of the
capita entrusted to him, pus a oan, to buid two buidings+ Athough the buidings
were burned ater, 'hoithram was abe to buid two other buidings on the property+
1e rented them out and coected the rentas+ 2hrough the industry and genius of
'hoithram, IshwarCs property was deveoped and improved into what it is nowVa
vauabe asset worth miions of pesos+
#e have a situation where two brothers engaged in a business venture+ 7ne
furnished the capita, the other contributed his industry and taent+ >ustice and
eDuity dictate that the two share eDuay the fruit of their <oint investment and
e,orts+ Perhaps this 9oomonic soution may pave the way towards their
reconciiation+ Both woud stand to gain+ %o one woud end up the oser+ After a,
bood is thic?er than water+
1owever, because of the devious machinations and schemes that 'hoithram
empoyed he shoud pay mora and e$empary damages as we as attorneyCs fees
to spouses Ishwar+
ISSUE: #hether or not 7rtigas ;td+ is iabe+
Page 21 of 22

HE-.: Ses, because 7rtigas had severa notices of the revocation. *espite said
notices, 7rtigas nevertheess acceded to the representation of 'hoithram, as
aeged attorney-in-fact of Ishwar, to assign the rights of petitioner Ishwar to %irma+
#hie the primary bame shoud be aid at the doorstep of 'hoithram, 7rtigas is not
entirey without faut+ It shoud have reDuired 'hoithram to secure another power of
attorney from Ishwar+ 8or rec?essy beieving the pretension of 'hoithram that his
power of attorney was sti good, it must, therefore, share in the atterCs iabiity to
Ishwar+
Page 22 of 22