ChanRobles Virtual law Library

[G.R. No. 150490.December 5, 2001]

SPOUSES DR. HIRASHIMA vs. MFT DEVT. CORP.

SECOND DIVISION

Gentlemen:

Quoted hereunder, for your information, is a resolution of this Court dated DEC 5 2001.

G.R. No. 150490(Spouses Dr. Tsukuro Hirashima and Sachicko Hirano-Hirashima vs. MFT Development Corporation.)

On November 24, 1995, the Subic Bay Metropolitan Authority (as owner) entered into a "Lease and Development Agreement" with Invest Building Corporation (as tenant) whereby the latter acquired leasehold rights and developed the real property located in Triboa Bay, Subic Bay Freeport Zone.Invest Building Corporation developed 21 individual villas on a portion of the leased property.

On July 3, 1998, Invest Building Corporation transferred its leasehold rights over one of the villas (Villa No. 1) and its proportional share of the common areas in the Subic Bay Freeport Zone, Olongapo City to respondent MFT Development Corporation for the amount of US$1,500,000.00 or about P39,450,000.00 (at the exchange rate of P26.30 = US$1.00).As petitioners offered to purchase the rights to the assigned leasehold property, MFT Development, through its President, Noe Tanjuakio, and its Treasurer, Elizabeth Floro-Tanjuakio, entered into an "Agreement" on November 22, 1998, with petitioners.The agreement stated, among others, that:

In consideration for the payment of the amount of US$1,500,000.00 (US$ One Million Five Hundred Thousand Dollars), Mr. & Mrs. Tanjuakio will transfer the rights of the assigned leasehold property to Dr. Hirashima & Ms. Hirano subject to the terms & conditions of the SBMA.

Terms of payment:

1. US$500,000.00 payable by Telegraphic Transfer to designated bank within three (3) working days from date of this agreement;

2. US$500,0000.00 payable by Telegraphic Transfer to designated bank on February 23, 1999; [and]

3. US$500,000.00 payable by Telegraphic Transfer to designated bank on March 23, 1999.

In addition to the above-mentioned leasehold property, Mr. & Mrs. Tanjaukio will transfer the ownership of 1992 Mercedes Benz S320 to Dr. Hirashima & Ms. Hirano. Of the entire amount, petitioners were able to pay respondent only the amount of US$600,000.00 or about P23,400,000.00 (at the exchange rate of P39.00=US$1.00) Despite repeated demands by respondent, the last of which was made by letter, dated August 17, 1999, petitioners failed to pay the outstanding amount of US$900,000.00.

On October 12, 1999, MFT Development filed a complaint for specific performance with damages against petitioners in the Regional Trial Court, Branch 276, Muntinlupa City, where the matter was docketed as Civil Case No. 99-282. MFT Development sought payment from petitioners of the balance of US$900,000.00 or the amount equivalent in peso based on the prevailing exchange rate at the time of payment, with interests, damages, litigation expenses, and attorney's fees.

On the other hand, on October 27, 1999, petitioners filed a petition for specific performance, damages, declaratory relief, and rescission of agreement against Spouses Noe and Elizabeth Tanjuakio in the Regional Trial Court, Branch 5, Bataan, where the case was docketed as Civil Case No. DH-578-99. Petitioners sought the rescission of the agreement, dated November 22, 1998, and a determination of their rights as a consequence of the rescission. They also asked the court to order the Spouses Tanjuakio to return the amount of US$600,000.00 they earlier paid less reasonable amount of rent and damages, or, in the alternative, to convert the agreement into a long term lease, and to pay them moral damages, attorney's fees, and costs of the suit.

Petitioners moved for the dismissal of Civil Case No. 99-282, alleging that the complaint did not state a cause of action as the case should have been filed by the Spouses Tanjuakio in their personal capacities and not by respondent corporation which had a separate and distinct juridical personality; that the venue of the case was improperly laid since the subject property was located in Bataan; and that there was pending another case, Civil Case No. DH-578-99, involving the same property, facts, and issues.

In an order, dated January 28, 2000, the RTC of Muntinlupa City, Branch 276 dismissed Civil Case No. 99-282 on the ground of pendency of Civil Case No. DH-578-99. However, on motion of MFT Development, the trial court, finding Civil Case No. 99-282 to have been filed prior to Civil Case No. DH-578-99, issued an order, dated February 29, 2000, vacating its earlier order, dated January 28, 2000, and reinstating the complaint of MFT Development. Accordingly, it ordered petitioners to file their responsive pleading to the complaint within fifteen (15) days from receipt thereof.

Petitioners moved for reconsideration of the order, dated February 29, 2000, of the trial court, but the same was denied on April 19, 2000. Petitioners then filed a petition for certiorari in the Court of Appeals assailing the orders, dated February 29, 2001 and April 19, 2000, of the trial court and prayed that its earlier order, dated January 19, 2000, which dismissed the complaint of respondent corporation, be reinstated and that it be enjoined from proceeding with Civil Case No. 99-282 until the final resolution of their petition. In a decision, dated February 23, 2001, the appeals court dismissed petitioners' petition and later denied their motion for reconsideration in a resolution, dated October 18, 2001. Hence, this petition.

Petitioners reiterate their allegations before the Court of Appeals that the complaint of MFT Development does not state a cause of action against them because it is not privy to and has no right under the agreement, dated November 22, 1998; that Civil Case No. 99-282 should be dismissed because it was not filed by the real party in interest; and that even assuming that there is an identity of parties involved in both cases, Civil Case No. 99-282 should have been dismissed because Civil Case No. DH-578-99 is the more appropriate action that would resolve the issue between the parties.

The petition has no merit. There is no cogent reason to reverse the findings of the Court of Appeals.

Under Rule 3, �2 of the 1997 Revised Rules of Civil Procedure, a real party in interest is the party who stands to be benefited or injured by the judgment in the suit, or the party entitled to the avails of the suit. Unless otherwise authorized by law or these Rules, every action must be prosecuted and defended in the name of the real party in interest. In this case, the real party in interest is MFT Development, not Spouses Tanjuakio. Notwithstanding the fact that the name of MFT Development did not appear in the agreement, dated November 22, 1998, Spouses Noe and Elizabeth Tanjuakio, as officers, acted for and in behalf of said corporation. The Spouses Tanjuakio acted as mere representatives of MFT Development. The Assignment of Lease, dated July 3, 1998, by Invest Building Corporation, through William R. Cu Unjieng, in favor of respondent corporation, as assignee, shows that Elizabeth Tanjuakio was the duly authorized representative. Moreover, Civil Case No. 99-282 is a suit filed by Elizabeth Tanjuakio, for and in behalf of respondent corporation, in her capacity as the incumbent treasurer thereof. Consequently, the complaint in Civil Case No. 99-282 sufficiently states a cause of action.

Nor is there merit in the argument of petitioners that Civil Case No. 99-282 should be dismissed on the ground of pendency of Civil Case No. DH-578-99. Under Rule 16, �1(e), within the time for but before filing the answer to the complaint or pleading asserting a claim, a motion to dismiss may be filed on the ground that there is another action pending between the same parties for the same cause of action. Such fact does not obtain in this case because MFT Development's action (Civil Case No. 99-282) is for collection of the balance of US$900,000.00, while petitioners' action (Civil Case No. DH-578-99) is for rescission of the agreement and for a determination of the rights and obligations of the parties.

WHEREFORE, the petition is DENIED for lack of showing that the Court of Appeals committed any reversible error.

Very truly yours,

(Sgd.) TOMASITA M. DRIS
Clerk of Court

Back to Home | Back to Main

CLICK HERE FOR THE LATEST SUPREME COURT JURISPRUDENCE