Teague vs. Martin, 53 Phil.
504 exclusively to Teague, but he must return to and
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
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.