ROGER V. NAVARRO vs. HON. JOSE L. ESCOBIDO Section 4.Spouses as parties.
— Husband and wife
FACTS: Respondent Karen T. Go filed two
complaints before the RTC for replevin and/or sum
of money with damages against Navarro. In these
complaints, Karen Go prayed that the RTC issue
writs of replevin for the seizure of two (2) motor
vehicles in Navarro’s possession. In his Answers,
Navarro alleged as a special affirmative defense
that the two complaints stated no cause of action,
since Karen Go was not a party to the Lease
Agreements with Option to Purchase (collectively,
the lease agreements) — the actionable
documents on which the complaints were based.
RTC dismissed the case but set aside the
dismissal on the presumption that Glenn Go’s
(husband) leasing business is a conjugal property
and thus ordered Karen Go to file a motion for the
inclusion of Glenn Go as co-plaintiff as per Rule 4,
Section 3 of the Rules of Court. Navarro filed a
petition for certiorari with the CA. According to
Navarro, a complaint which failed to state a cause
of action could not be converted into one with a
cause of action by mere amendment or
supplemental pleading. CA denied petition.
ISSUE: Whether or not Karen Go is a real party in
interest
HELD: YES. Karen Go is the registered owner of
the business name Kargo Enterprises, as the
registered owner of Kargo Enterprises, Karen Go is
the party who will directly benefit from or be
injured by a judgment in this case. Thus, contrary
to Navarro’s contention, Karen Go is the real party-
in-interest, and it is legally incorrect to say that
her Complaint does not state a cause of action
because her name did not appear in the Lease
Agreement that her husband signed in behalf of
Kargo Enterprises.
Glenn and Karen Go are effectively co-
owners of Kargo Enterprises and the properties
registered under this name; hence, both have an
equal right to seek possession of these properties.
Therefore, only one of the co-owners, namely the
co-owner who filed the suit for the recovery of the
co-owned property, is an indispensable party
thereto. The other co-owners are not indispensable
parties. They are not even necessary parties, for a
complete relief can be accorded in the suit even
without their participation, since the suit is
presumed to have been filed for the benefit of all
co-owners.
We hold that since Glenn Go is not strictly
an indispensable party in the action to recover
possession of the leased vehicles, he only needs
to be impleaded as a pro-forma party to the suit,
based on Section 4, Rule 4 of the Rules, which
states:
shall sue or be sued jointly, except as provided by
law.
Even assuming that Glenn Go is an indispensable
party to the action, misjoinder or non-joinder of
indispensable parties in a complaint is not a
ground for dismissal of action as per Rule 3,
Section 11 of the Rules of Court.
Clemente vs. Galvan
Facts:
 Plaintiff and defendant organized a civil partnership which
they named "Galvan y Compañia" to engage in the
manufacture and sale of paper and other stationery.
 Plaintiff ask for dissolution which the defendant confirm but
with a condition that having covered a deficit incurred by the
partnership amounting to P4,000 with his own money,
plaintiff reimburse him of one-half of said sum.
 Juan D. Mencarini, assigned as receiver and liquidator. Upon
acting on his duty, the court ordered him to deliver certain
machines which were then at Nos. 705-707 Ylaya Street.
 But before he could take actual possession of said
machines, upon the strong opposition of defendant, the
court, on motion of the latter, suspended the effects of its
order
 In the meantime the judgments rendered in cases Nos.
42794 and 43070 ordering Clemente to pay a sum of money.
 He mortgage the machines with his nephew, the intervenor
(plaintiff in the herein case.) For having expired the terms in
the mortgage the intervenor commenced case No. 49629 to
collect his mortgage credit.
Issue: W/N the mortgage between Clemente and his nephew
(intervenor, plaintiff in the case) is valid?
Rule: No. The machines in contention originally belonged to the
defendant and from him were transferred to the partnership Galvan y
Compania. This being the case, said machines belong to the
partnership and not to him, and shall belong to it until partition is
effected according to the result thereof after the liquidation. Also,
Clemente did not have actual possession of the machines, he could
not in any manner mortgage them.
VILLAREAL V. RAMIREZ
Facts:
In 1984, Villareal, Carmelito Jose and Jesus Jose formed a
partnership with a capital of P750,000for the operation of a restaurant
and catering business. Respondent Ramirez joined as a partner in the
business with the capital contribution of P250,000. In 1987, Jesus Jose
withdrew from the partnership and within the same time, Villareal and
Carmelito Jose, petitioners closed the business without prior
knowledge of respondents In March 1987, respondents wrote a letter
to petitioners stating that they were no longer interested in continuing
the partnership and that they were accepting the latter’s offer to return
their capital contribution. This was left unheeded by the petitioners,
and by reason of which respondents filed a complaint in the RTC.RTC
ruled that the parties had voluntarily entered into a partnership, which
could be dissolved at any time, and this dissolution was showed by the
fact that petitioners stopped operating the restaurant. On appeal, CA
upheld RTC’s decision that the partnership was dissolved and it added
that respondents had no right to demand the return of their capital
contribution. However since petitioners did not give the proper
accounting for the liquidation of the partnership, the CA took it upon
itself to compute their liabilities and the amount that is proper to the
respondent. The computation of which was:(capital of the partnership –
outstanding obligation) / remaining partners =amount due to private
respondent

Issue: W/N petitioners are liable to respondents for the latter’s share in
the partnership?
Ruling:
No. Respondents have no right to demand from petitioner
the return of their equity share. As found by the court petitioners did not
personally hold its equity or assets. “The partnership has a juridical
personality separate and distinct from that of each of the partners.”
Since the capital was contributed to the partnership, not to petitioners,
it is the partnership that must refund the equity of the retiring partners.
However, before the partners can be paid their shares, the creditors of
the partnership must first be compensated. Therefore, the exact
amount of refund equivalent to respondents’ one-third share in the
partnership cannot be determined until all the partnership assets will
have been liquidated and all partnership creditors have been paid.
CA’s computation of the amount to be refunded to respondents as their
share was thus erroneous.
OSEFINA P. REALUBIT vs. PROSENCIO D. JASO and EDENG
JASO
G.R. No. 178782 September 21, 2011
FACTS
Petitioner Josefina Realubit entered into a Joint Venture
Agreement with Francis Eric Amaury Biondo, a French national, for the
operation of an ice manufacturing business. With Josefina as the
industrial partner and Biondo as the capitalist partner, the parties
agreed that they would each receive 40% of the net profit, with the
remaining 20% to be used for the payment of the ice making machine
which was purchased for the business. For and in consideration of the
sum of P500,000.00, however, Biondo subsequently executed a Deed
of Assignment transferring all his rights and interests in the business in
favor of respondent Eden Jaso, the wife of respondent Prosencio
Jaso. With Biondo’s eventual departure from the country, the Spouses
Jaso caused their lawyer to send Josefina a letter apprising her of their
acquisition of said Frenchmans share in the business and formally
demanding an accounting and inventory thereof as well as the
remittance of their portion of its profits.
therein stated. A party assailing the authenticity and due execution of
a notarized document is, consequently, required to present evidence
that is clear, convincing and more than merely preponderant. In view of
the Spouses Realubits failure to discharge this onus, we find that both
the RTC and the CA correctly upheld the authenticity and validity of
said Deed of Assignment upon the combined strength of the above-
discussed disputable presumptions and the testimonies elicited from
Eden and Notary Public Rolando Diaz.
2. Yes. Generally understood to mean an organization formed for
some temporary purpose, a joint venture is likened to a particular
partnership or one which has for its object determinate things, their use
or fruits, or a specific undertaking, or the exercise of a profession or
vocation. The rule is settled that joint ventures are governed by the law
on partnerships which are, in turn, based on mutual agency
or delectus personae.
3. No. It is evident that the transfer by a partner of his partnership
interest does not make the assignee of such interest a partner of the
firm, nor entitle the assignee to interfere in the management of the
partnership business or to receive anything except the assignees
profits. The assignment does not purport to transfer an interest in the
partnership, but only a future contingent right to a portion of the
ultimate residue as the assignor may become entitled to receive by
virtue of his proportionate interest in the capital. Since a partner’s
interest in the partnership includes his share in the profits, we find that
the CA committed no reversible error in ruling that the Spouses Jaso
are entitled to Biondos share in the profits, despite Juanitas lack of
consent to the assignment of said Frenchmans interest in the joint
venture. Although Eden did not, moreover, become a partner as a
consequence of the assignment and/or acquire the right to require an
accounting of the partnership business, the CA correctly granted her
prayer for dissolution of the joint venture conformably with the right
granted to the purchaser of a partner’s interest under Article 1831 of
the Civil Code.

Faulting Josefina with unjustified failure to heed their

demand, the Spouses Jaso commenced the instant suit for specific
performance, accounting, examination, audit and inventory of assets
and properties, dissolution of the joint venture, appointment of a
receiver and damages. The said complaint alleged that the Spouses
Realubit had no gainful occupation or business prior to their joint
venture with Biondo and that aside from appropriating for themselves
the income of the business, they have fraudulently concealed the funds
and assets thereof thru their relatives, associates or dummies. The
Spouses Realubit claimed that they have been engaged in the tube ice
trading business under a single proprietorship even before their
dealings with Biondo.

The RTC rendered its Decision discounting the existence of

sufficient evidence from which the income, assets and the supposed
dissolution of the joint venture can be adequately reckoned. Upon the
finding, however, that the Spouses Jaso had been nevertheless
subrogated to Biondos rights in the business in view of their valid
acquisition of the latters share as capitalist partner. On appeal before
the CA, the foregoing decision was set aside
upon the following findings that the Spouses Jaso validly acquired
Biondos share in the business which had been transferred to and
continued its operations and not dissolved as claimed by the Spouses
Realubit.

ISSUES
1. Whether there was a valid assignment or rights to the joint
venture
2. Whether the joint venture is a contract of partnership
3. Whether Jaso acquired the title of being a partner based on the
Deed of Assignment

RULING
1. Yes. As a public document, the Deed of Assignment Biondo
executed in favor of Eden not only enjoys a presumption of
regularitybut is also considered prima facie evidence of the facts