G. R. No. 33580, February 06, 1931: Supreme Court of The Philippines
G. R. No. 33580, February 06, 1931: Supreme Court of The Philippines
G. R. No. 33580, February 06, 1931: Supreme Court of The Philippines
55 Phil. 601
DECISION
ROMUALDEZ, J.:
The defendant denies generally and specifically all the allegations of the
complaint which are incompatible with his special defenses, cross-complaint
and counterclaim, getting up the latter and asking for the dissolution of the
partnership, and the payment to him as its manager and administrator of P500
monthly from October 15, 1920, until the final dissolution, with interest,
one-half of said amount to be charged to the plaintiff. He also prays for any
other just and equitable remedy.
The Court of First Instance of Manila, having heard he cause, and finding it
duly proved that the defendant had not contributed all the capital he had
bound himself to invest, and that the plaintiff had demanded that the
defendant liquidate the partnership, declared it dissolved on account of the
expiration of the period for which it was constituted, and ordered the
defendant, as managing partner, to proceed without delay to liquidate it,
submitting to the court the result of the liquidation together with the
accounts and vouchers within the period of thirty days from receipt of notice
of said judgment, without costs.
The plaintiff appealed from said decision making the following assignments
of error:
1. In holding that the plaintiff and appellant is not entitled to the
rescission of the partnership contract, Exhibit A, and that article 1124
of the Civil Code is not applicable to the present case.
In the brief filed by counsel for the appellee, a preliminary question is raised
purporting to show that this appeal is premature and therefore will not lie.
The point is based on the contention that inasmuch as the liquidation ordered
by the trial court, and the consequent accounts, have not been made and
submitted, the case cannot be deemed terminated in said court and its ruling
is not yet appealable. In support of this contention counsel cites section
123 of the Code of Civil Procedure, and the decision of this court in the case
of Natividad vs. Villarica (31 Phil., 172).
This contention is well founded. Until the accounts have been rendered as
ordered by the trial court, and until they have been either approved or
disapproved, the litigation involved in this action cannot be considered as
completely decided; and, as it was held in said case of Natividad vs.
Villarica, also with reference to an appeal taken from a decision ordering the
rendition of accounts following the dissolution of a partnership, the appeal
in the instant case must be deemed premature.
But even going into the merits of the case, the affirmation of the judgment
appealed from is inevitable. In view of the lower court's findings referred to
above, which we cannot revise because the parol evidence has not been
forwarded to this court, articles 1681 and 1682 of the Civil Code have
been properly applied. Owing to the defendant's failure to pay to the
partnership the whole amount which he bound himself to pay, he became
indebted to it for the remainder, with interest and any damages occasioned
thereby, but the plaintiff did not thereby acquire the right to demand
rescission of the partnership contract according to article 1124 of the Code.
This article cannot be applied to the case in question, because it refers to the
resolution of obligations in general, whereas articles 1681 and 1682
specifically refer to the contract of partnership in particular. And it is a well
known principle that special provisions prevail over general provisions.
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