U.S. Commercial Co. v. Guevara
REITERATIONFacts
The Antecedents: Plaintiff U.S. Commercial Co. filed an action against defendants Macario Guevara, et al. The defendants filed a motion to file a third-party complaint against Anastacio Pancho one month after filing their answer. The Court of First Instance of Davao denied this motion and rendered judgment sentencing the defendants to pay the plaintiff jointly and severally. Procedural History: Only Alberto Zamora appealed the lower court's judgment. The appellee did not file a brief. The Petition: The appellant assigned two errors: (I) the denial of the motion for a third-party complaint against Anastacio Pancho, and (II) the sentencing of the defendants to pay jointly and solidarily.
Issue(s)
Whether the lower court erred in denying the motion for the admission of the third-party complaint. Whether the lower court erred in sentencing the defendants to pay jointly and solidarily.
Ruling
The judgment of the lower court is reversed in so far as it sentences the appellant to pay jointly and severally. The appellant is sentenced to pay jointly or a pro-rata the said amounts to the plaintiff. Costs are against the plaintiff-appellee.
Ratio Decidendi
On the denial of the third-party complaint: Under Sections 1 and 2 of Rule 12 of the Rules of Court, the allowance of a third-party complaint rests in the discretion of the court. While a third-party complaint may be based on a transaction connected with the plaintiff's claim, even if not the same transaction, the defendants could have properly filed one against Anastacio Pancho. However, the fact that the defendants rescinded their contract with Pancho on April 15, 1946, due to his non-compliance, meant that the lower court did not commit an error or abuse its discretion in denying the motion. The rescission effectively altered the basis for impleading Pancho as a third-party defendant. On joint and several liability: The defendant-appellant's second assignment of error is well-taken. Although the complaint alleged that the defendants "assumed jointly and severally not only the assets but also all obligations and liabilities," the defendants denied this in their answer. The agreed statement of facts highlighted a resolution approved by the defendants as the Board of Directors of Fil-American Company. This resolution stated that the company was acting as an ordinary partnership under the joint responsibility of the original incorporators. Article 1698 of the Civil Code provides that partners in an ordinary partnership are not jointly and severally liable but are liable pro-rata. Therefore, the defendants, acting as an ordinary partnership, are not jointly and severally liable to the plaintiff.
Main Doctrine
A court may deny a third-party complaint if the defendant has rescinded the contract with the third-party defendant due to non-compliance, even if the third-party complaint is connected to the plaintiff's claim. Furthermore, partners in an ordinary partnership are not jointly and severally liable for the partnership's obligations, but rather pro-rata.