It was alleged, among others, by the plaintiff that he and the defendants

formed a partnership for the operation of a fish business and similar

commercial transactions, which by mutual consent was called
"Malangpaya Fish Co.," with a capital of P35,000, of which plaintiff paid
P25,000, the defendants Martin P5,000, Maddy P2,500, and Golucke
P2,500; that he was named the general partner; that the share in the
profits and losses is in proportion to the amount of contributed capital;
that there was no agreement as to the duration of the partnership; that
he wants to dissolve it, but the defendants refused to do so; that the
partnership purchased and owns a lighter (Lapu-Lapu), a motorship
(Barracuda), and other properties, which are in the possession of the
defendants who are making use of them. It was alleged that it is the best
interest of the parties to have a receiver appointed pending this litigation,
to take possession of the properties, and he prays that the Philippine Trust
Company be appointed receiver, and for judgment dissolving the
partnership, with costs.
Each of the defendants filed a separate answer, but of the same nature. It
is then alleged, among others, that Maddy will have charge of the
Barracuda and the navigating of the same, salary P300 per month; Martin
will have charge of the southern station, cold stores, commissary and
procuring fish, salary P300 per month; Teague will have charge of selling
fish in Manila and purchasing supplies. No salary until business is on paying
basis.
The CFI issued a decision: (1) dissolving the partnership and liquidating its
assets; (2) that the barge Lapu-Lapu as well as the Ford truck and adding
machine belong exclusively to Teague, but he must return to and
reimburse the partnership the amount which was taken from its funds for
the purchase of the Lapu-Lapu and the Ford truck.
Upon appeal, the plaintiff further contended that he is the managing
partner of the partnership and the three properties (Lapu-Lapu,
Barracuda & Ford truck) are properties of the partnership since they were
paid from the profits of the partnership thus do not belong to him.
ISSUES:
WON the plaintiff was the manager of the unregistered partnership of
Malangpaya Fish Company.
WON the three properties are owned by the partnership.
RULING:
Yes, the powers and duties of the three partners are specifically defined,
and that each of them was more or less the general manager in his
particular part of the business. The plaintiffs powers and duties were
confined and limited to "selling fish in Manila and the purchase of
supplies."
No, the Lapu-Lapu, Barracuda, and the adding machine, although paid
for by the partnership funds, are owned by petitioner for it was registered
in his own name. He is estopped from claiming otherwise. The purchase of
the properties in question are not within the scope of plaintiffs authority. It
is but right that the plaintiff reimburse the partnership for the use of its
funds. However, it noted that the partnership also made use of the Lapu-
Lapu. In the interest of justice, the plaintiff should be compensated for
such use.