G.R. No. L-2888 – 6 Phil. 498 – Civil Law – Partnership – Limited Partnership – Firm Name
Hung Man Yoc sued Kieng Chiong Seng, a partnership, for collection of sum of money. The said partnership was composed of four partners: Kiong Tiao Eng, Chua Che Co, Yu Yec Pin, and Ang Chu Keng. It was found by the trial court that the firm is liable to Hung Man Yoc.
ISSUE: Whether or not all the partners are liable.
HELD: No. The partnership is neither a general partnership nor is it a limited partnership. This is because of the infirmity of the firm name which is neither the name of a general partner – because it does not contain the name of at least one of the general partners, nor is it a limited partnership – because the word “limited” is not attached to the firm name “Kieng Chiong Seng.”
But it is still a partnership of sorts hence the provision of Article 120 of the Code of Commerce applies which provides that for these types of partnerships the person managing it shall be the one directly liable to third persons. In this case, it was established that only Kiong Tiao Eng and Yu Yec Pin are managing the “partnership,” hence only they are liable to Hung Man Yoc.
NOTE: Obviously, this is the old law hence obsolete. See provisions of the new Civil Code on Liabilities of the Partners.
