Deposit - Domz
BPI vs. IAC
L-66826, Aug. 19, 1988
Facts:
A contract of depositum was entered into by Garcia, on behalf of
COMTRUST (BPI), wherein he received US $3,000 (foreign exchange)
from Zshornack for safekeeping. Later on or over five months later,
Zshornack demanded the return of the money but the bank refused
alleging that the amount was sold and transferred to her current
account.
Arguments:
COMTRUST (BPI): The parties entered into a contract of depositum
which banks do not enter into. Thus, Garcia exceeded his powers
when he entered into the contract on behalf of the bank, hence, the
bank cannot be liable under the contract.
Issue: WON the contract entered into is a contract of depositum.
Held:
Yes. The situation is one contemplated in Art. 1962 of the NCC:
Art. 1962. A deposit is constituted from the moment a person
receives a thing belonging to another, with the obligation of safely
keeping it and of returning the same. If the safekeeping of the thing
delivered is not the principal purpose of the contract, there is no
deposit but some other contract.
Note: But because the subject of the contract here is a foreign
exchange, it is covered by Central Bank Circular No. 20 which
requires that, “All receipts of foreign exchange by any resident
person, firm, company or corporation shall be sold to authorized
agents of the Central Bank by the recipients within one business day
following the receipt of such foreign exchange.”
Since the document and the subsequent acts of the parties show
that they intended the bank to safekeep the foreign exchange, and
return it later to Zshornack, who alleged in his complaint that he is a
Philippine resident, the parties did not intend to sell the US dollars
to the Central Bank within one business day from receipt.
Otherwise, the contract of depositum would never have been
entered into at all.
In other words, the transaction between Zshornack and the bank
was void having been executed against the provisions of a
mandatory law (CB Circ No. 20). Being in pari delicto, the law cannot
afford either of them remedy.
BANK OF THE PHILIPPINE ISLANDS VS. COURT OF APPEALS 232
SCRA302 G.R. NO. 104612 MAY 10, 1994
FACTS: Private respondents Eastern Plywood Corporation and
Benigno Lim as officer of the corporation, had an “AND/OR” joint
account with Commercial Bank and Trust Co (CBTC), the
predecessor-in-interest of petitioner Bank of the Philippine Islands.
Lim withdraw funds from such account and used it to open a joint
checking account (an “AND” account) with Mariano Velasco. When
Velasco died in 1977, said joint checking account had P662,522.87.
By virtue of an Indemnity Undertaking executed by Lim and as
President and General Manager of Eastern withdrew one half of this
amount and deposited it to one of the accounts of Eastern with
CBTC. Eastern obtained a loan of P73,000.00 from CBTC which was
not secured. However, Eastern and CBTC executed a Holdout
Agreement providing that the loan was secured by the “Holdout of
the C/A No. 2310-001-42” referring to the joint checking account of
Velasco and Lim. Meanwhile, a judicial settlement of the estate of
Velasco ordered the withdrawal of the balance of the account of
Velasco and Lim. Asserting that the Holdout Agreement provides for
Deposit - Domz
the security of the loan obtained by Eastern and that it is the duty of
CBTC to debit the account of respondents to set off the amount of
P73,000 covered by the promissory note, BPI filed the instant
petition for recovery. Private respondents Eastern and Lim,
however, assert that the amount deposited in the joint account of
Velasco and Lim came from Eastern and therefore rightfully belong
to Eastern and/or Lim. Since the Holdout Agreement covers the loan
of P73,000, then petitioner can only hold that amount against the
joint checking account and must return the rest.
ISSUE: Whether BPI can demand the payment of the loan despite
the existence of the Holdout Agreement and whether BPI is still
liable to the private respondents on the account subject of the
withdrawal by the heirs of Velasco.
RULING: Yes, for both issues. Regarding the first, the Holdout
Agreement conferred on CBTC the power, not the duty, to set off
the loan from the account subject of the Agreement. When BPI
demanded payment of the loan from Eastern, it exercised its right
to collect payment based on the promissory note, and disregarded
its option under the Holdout Agreement. Therefore, its demand was
in the correct order. Regarding the second issue, BPI was the debtor
and Eastern was the creditor with respect to the joint checking
account. Therefore, BPI was obliged to return the amount of the
said account only to the creditor. When it allowed the withdrawal of
the balance of the account by the heirs of Velasco, it made the
payment to the wrong party. The law provides that payment made
by the debtor to the wrong party does not extinguish its obligation
to the creditor who is without fault or negligence. Therefore, BPI
was still liable to the true creditor, Eastern.
Serrano vs Central Bank of the Phils.
February 14, 1980
FACTS
On October 13, 1966 and December 12, 1966, petitioner made a
time deposit, for one year with 6% interest, of P150,000.00 with the
respondent Overseas Bank of Manila. Concepcion Maneja also
made a time deposit, for one year with 6-½% interest, on March 6,
1967, of Two Hundred Thousand Pesos (P200,000.00) with the same
respondent Overseas Bank of Manila. On August 31, 1968,
Concepcion Maneja, married to Felixberto M. Serrano, assigned and
conveyed to petitioner Manuel M. Serrano, her time deposit of
P200,000.00 with respondent Overseas Bank of Manila.
Notwithstanding series of demands for encashment of the
aforementioned time deposits from the respondent Overseas Bank
of Manila, dating from December 6, 1967 up to March 4, 1968, not a
single one of the time deposit certificates was honored by
respondent Overseas Bank of Manila.
The Petitioner filed a petition for mandamus and prohibition, with
preliminary injunction, that seeks the establishment of joint and
solidary liability to the amount of Three Hundred Fifty Thousand
Pesos, with interest, against the respondents, on the alleged failure
of the Overseas Bank of Manila to return the time deposits made by
petitioner. The petition was dismissed because of lack of merit.
ISSUE:
Whether or not the petitioner had the right to intervene and file a
case against Central Bank of the Philippines and Overseas Bank of
Manila and its stockholders on the alleged failure of the Overseas
Bank of Manila to return the time deposits made by the depositors.
HELD:
No. The court did not allow the petitioner to intervene in that case,
on the ground that his claim as depositor of the Overseas Bank of
Manila should properly be ventilated in the Court of First Instance,
Deposit - Domz
and if this Court were to allow Serrano to intervene as depositor in
G.R. No. L-29352, thousands of other depositors would follow and
thus cause an avalanche of cases in this Court.
Furthermore, both parties overlooked one fundamental principle in
the nature of bank deposits when the petitioner claimed that there
should be created a constructive trust in his favor when the
respondent Overseas Bank of Manila increased its collaterals in
favor of respondent Central Bank for the former's overdrafts and
emergency loans, since these collaterals were acquired by the use
of depositors' money.
G.R. No. L-23033 January 5, 1967
LUA KIAN, plaintiff and appellee,
vs.
MANILA RAILROAD COMPANY and MANILA PORT SERVICE,
defendants and appellants.
The present suit was filed by Lua Kian against the Manila Railroad
Co. and Manila Port Service for the recovery of the invoice value of
imported evaporated "Carnation" milk alleged to have been
undelivered. The following stipulation of facts was made:
1. They admit each other's legal personality, and that during the
time material to this action, defendant Manila Port Service as a
subsidiary of defendant Manila Railroad Company operated the
arrastre service at the Port of Manila under and pursuant to the
Management Contract entered into by and between the Bureau of
Customs and defendant Manila Port Service on February 29, 1956;
2. On December 31, 1959, plaintiff Lua Kian imported 2,000 cases of
Carnation Milk from the Carnation Company of San Francisco,
California, and shipped on Board SS "GOLDEN BEAR" per Bill of
Lading No. 17;
3. Out of the aforesaid shipment of 2,000 cases of Carnation Milk
per Bill of Lading No. 17, only 1,829 cases marked `LUA KIAN 1458'
were discharged from the vessel SS `GOLDEN BEAR' and received by
defendant Manila Port Service per pertinent tally sheets issued by
the said carrying vessel, on January 24, 1960;
4. Discharged from the same vessel on the same date unto the
custody of defendant Manila Port Service were 3,171 cases of
Carnation Milk marked "CEBU UNITED 4860-PH-MANILA" consigned
to Cebu United Enterprises, per Bill of Lading No. 18, and on this
shipment, Cebu United Enterprises has a pending claim for short-
delivery against defendant Manila Port Service;
5. Defendant Manila Port Service delivered to the plaintiff thru its
broker, Ildefonso Tionloc, Inc. 1,913 cases of Carnation Milk marked
"LUA KIAN 1458" per pertinent gate passes and broker's delivery
receipts;
6. A provisional claim was filed by the consignee's broker for and in
behalf of the plaintiff on January 19, 1960, with defendant Manila
Port Service;
7. The invoice value of the 87 cases of Carnation Milk claimed by the
plaintiff to have been short-delivered by defendant Manila Port
Service is P1,183.11 while the invoice value of the 87 cases of
Carnation Milk claimed by the defendant Manila Port Service to
have been over-delivered by it to plaintiff is P1,130.65;
8. The 1,913 cases of Carnation mentioned in paragraph 5 hereof
were taken by the broker at Pier 13, Shed 3, sometime in February,
1960, where at the time, there were stored therein, aside from the
shipment involved herein, 1000 cases of Carnation Milk bearing the
same marks and also consigned to plaintiff Lua Kian but had been
Deposit - Domz
discharged from SS `STEEL ADVOCATE' and covered by Bill of Lading
No. 11;
9. Of the shipment of 1000 cases of Carnation Milk which also came
from the Carnation Company, San Francisco, California, U.S.A. and
bearing the same marks as the shipment herein but had been
discharged from S/S "STEEL ADVOCATE" and covered by Bill of
Lading No. 11, Lua Kian as consignee thereof filed a claim for short-
delivery against defendant Manila Port Service, and said defendant
Manila Port Service paid Lua Kian plaintiff herein, P750.00 in
settlement of its claim;
10. They reserve the right to submit documentary evidence;
11. They submit the matter of attorney's fees and costs to the sound
discretion of the Court.
On these facts and documentary evidence subsequently presented,
the Court of First Instance of Manila ruled that 1,829 cases marked
Lua Kian (171 cases less than the 2,000 cases indicated in the bill of
lading and 3,171 cases marked "Cebu United" (171 cases over the
3,000 cases in the bill of lading were discharged to the Manila Port
Service. Considering that Lua Kian and Cebu United Enterprises
were the only consignees of the shipment of 5,000 cases of
"Carnation" milk, it found that of the 3,171 cases marked "Cebu
United", 171 should have been delivered to Lua Kian. Inasmuch as
the defendant Manila Port Service actually delivered 1,913 cases to
plaintiff,1 which is only 87 cases short of 2,000 cases as per bill of
lading the former was ordered to pay Lua Kian the sum of P1,183.11
representing such shortage of 87 cases, with legal interest from the
date of the suit, plus P500 as attorney's fees.
Defendants appealed to Us and contend that they should not be
made to answer for the undelivered cases of milk, insisting that
Manila Port Service was bound to deliver only 1,829 cases to Lua
Kian and that it had there before in fact over-delivered to the latter.
The bill of lading in favor of Cebu United Enterprises indicated that
only 3,000 cases were due to said consignee, although 3,171 cases
were marked in its favor. Accordingly, the excess 171 cases marked
"Cebu United" placed the defendant arrastre operator in a dilemma,
for should it deliver them to Lua Kian the goods could be claimed by
the consignee Cebu United Enterprises whose markings they bore,
and should it deliver according to markings, to Cebu United
Enterprises, it might be sued by the consignee, Lua Kian whose bill
of lading indicated that it should receive 171 cases more. The
dilemma itself, however, offered the solution. The legal relationship
between an arrastre operator and the consignee is akin to that of a
depositor and warehouseman.2 As custodian of the goods
discharged from the vessel, it was defendant arrastre operator's
duty, like that of any ordinary depositary, to take good care of the
goods and to turn them over to the party entitled to their
possession.3 Under this particular set of circumstances, said
defendant should have withheld delivery because of the
discrepancy between the bill of lading and the markings and
conducted its own investigation, not unlike that under Section 18 of
the Warehouse Receipts Law, or called upon the parties, to
interplead, such as in a case under Section 17 of the same law, in
order to determine the rightful owner of the goods.
It is true that Section 12 of the Management Contract exempts the
arrastre operator from responsibility for misdelivery or non-delivery
due to improper or insufficient marking. We cannot however excuse
the aforestated defendant from liability in this case before Us now
because the bill of lading showed that only 3,000 cases were
consigned to Cebu United Enterprises. The fact that the excess of
171 cases were marked for Cebu United Enterprises and that the
consignment to Lua Kian was 171 cases less than the 2,000 in the
Deposit - Domz

bill of lading, should have been sufficient reason for the defendant
Manila Port Service to withhold the goods pending determination of
their rightful ownership.

We therefore find the defendants liable, without prejudice to their

taking whatever proper legal steps they may consider worthwhile to
recover the excess delivered to Cebu United Enterprises.

With respect to the attorney's fees awarded below, this Court

notices that the same is about 50 per cent of the litigated amount of
P1,183.11. We therefore deem it reasonable to decrease the
attorney's fees to P300.00.

Wherefore, with the aforesaid reservation, and with the

modification that the attorney's fee is reduced to P300.00, the
judgment appealed from is affirmed, with costs against appellants.
So ordered.