[Nos. 21000, 21002-21004, and 21006.

 December 20, 1924]

In the matter of the involuntary insolvency of Umberto de Poli. BANK OF THE
PHILIPPINE ISLANDS ET AL., claimants and appellees, vs. J. R. HERRIDGE, assignee
of the insolvent estate of U. de Poli, BOWRING & Co., C. T. BOWRING & Co., LTD., and
T. R. YANGCO, creditors and appellants.

1. 1.WRITTEN INSTRUMENTS; CONSTRUCTION.—Whenever possible, writings must be so

construed as to give effect to their general intent and so as to avoid absurdities.

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5 PHILIPPINE REPORTS
8 ANNOTATED
Bank of the Philippine Islands vs. Herridge

1. 2.WAREHOUSE RECEIPTS; CONSTRUCTION.—As instruments of credit, warehouse receipts

play an important role in modern commerce and the present day tendency of the courts is
towards a liberal construction of the law in favor of bona fide holders of such receipts.

1. 3.ID.; ID.—A warehouseman deposited merchandise in his own warehouse, issued a warehouse

receipt therefor and thereafter negotiated the receipt by endorsement. The receipt recites that the
goods were deposited "por orden" of the depositor, the warehouseman, but contained no
statement that the goods were to be delivered to the bearer of the receipt or to a specified person.
It was in the form of a negotiable warehouse receipt and was not marked "nonnegotiable" or
"not negotiable." Held: That, the receipt was a negotiable warehouse receipt and that the words
"por orden" must be construed to mean "to the order."

1. 4.ID.; CHATTEL MORTGAGE; NOVATION.—A chattel mortgage was taken by a bank upon

the goods previously transferred to the same bank by warehouse receipt. Held: That, under the
circumstances of the case, the chattel mortgage did not work a novation of the warehouse
contract between the parties and that the bank might still insist on the rights acquired by it under
the warehouse receipt.

APPEAL from five judgments of the Court of First Instance of Manila. Harvey, J.
The facts are stated in the opinion of the Court.
Crossfield & O'Brien, J. A. Wolfsonand Camus & Delgado for appellants.
Hartigan & Welch, Fisher & DeWitt and Gibbs & McDonough for appellees.

OSTRAND, J.:

The present appeals, all of which relate to the Insolvency of U. de Poli, have been argued
together and as the principal questions involved are the same in all of them, the cases will be
disposed of in one decision.
The insolvent Umberto de Poli was for several years engaged on an extensive scale in the
exportation of Manila hemp, maguey and other products of the country. He was
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VOL. 47, DECEMBER 20, 1924 59
Bank of the Philippine Islands vs. Herridge
also a licensed public warehouseman, though most of the goods stored in his warehouses appear
to have been merchandise purchased by him for exportation and deposited there by he himself.
In order to finance his commercial operations De Poli established credits with some of the
leading banking institutions doing business in Manila at that time, among them the Hongkong &
Shanghai Banking Corporation, the Bank of the Philippine Islands, the Asia Banking
Corporation, the Chartered Bank of India, Australia and China, and the American Foreign
Banking Corporation. The methods by which he carried on his business with the various banks
was practically the same in each case and does not appear to have differed from the ordinary and
well known commercial practice in handling export business by merchants requiring bank
credits.
De Poli opened a current account credit with the bank against which he drew his checks in
payment of the products bought by him for exportation. Upon the purchase, the products were
stored in one of his warehouses and warehouse receipts issued therefor which were endorsed by
him to the bank as security for the payment of his credit in the account current. When the goods
stored by the warehouse receipts were sold and shipped, the warehouse receipt was exchanged
for shipping papers, a draft was drawn in favor of the bank and against the foreign purchaser,
with bill of lading attached, and the entire proceeds of the export sale were received by the bank
and credited to the current account of De Poli.
On December 8, 1920, De Poli was declared insolvent by the Court of First Instance of
Manila with liabilities to the amount of several million pesos over and above his assets. An
assignee was elected by the creditors and the election was confirmed by the court on December
24, 1920. The assignee qualified on January 4, 1921, and on the same date the clerk of the court
assigned and delivered to him the propery of the estate.
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60 PHILIPPINE REPORTS ANNOTATED
Bank of the Philippine Islands vs. Herridge
Among the property taken over by the assignee was the merchandise stored in the various
warehouses of the insolvent. This merchandise consisted principally of hemp, maguey and
tobacco. The various banks holding warehouse receipts issued by De Poli claim ownership of
this merchandise under their respective receipts, whereas the other creditors of the insolvent
maintain that the warehouse receipts are not negotiable, that their endorsement to the present
holders conveyed no title to the property, that they cannot be regarded as pledges of the
merchandise inasmuch as they are not public documents and the possession of the merchandise
was not delivered to the claimants and that the claims of the holders of the receipts have no
preference over those of the ordinary unsecured creditors.
On July 20, 1921, the banks above-mentioned and who claim preference under the warehouse
receipts held by them, entered into the following stipulation:
"It is stipulated by and between the undersigned counsel, for the Chartered Bank of India,
Australia & China, the Hongkong & Shanghai Banking Corporation, the Asia Banking
Corporation and the Bank of Philippine Islands that:
"Whereas, the parties hereto are preferred creditors of the insolvent debtor U. de Poli, as
evidenced by the following quedans or warehouse receipts for hemp and maguey stored in the
warehouses of said debtor:

"QUEDANS OR WAREHOUSE RECEIPTS OF THE CHARTERED BANK

"No. A-131 for 3,808 bales hemp.

 "No. A-157 for 250 bales hemp.
"No. A-132 for 1,878 bales maguey.
"No. A-133 for 1,574 bales maguey.
"Nos. 131, 132 and 133 all bear date November 6, 1920, and No. 157, November 19, 1920.
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VOL. 47, DECEMBER 20, 1924 61
Bank of the Philippine Islands vs. Herridge
"QUEDANS OR WAREHOUSE RECEIPTS OF THE HONGKONG & SHANGHAI BANKING
CORPORATION

"No. 130 for 490 bales hemp and 321 bales maguey.
"No. 134 for 1,970 bales hemp.
"No. 135 for 1,173 bales hemp.
"No. 137 for 237 bales hemp.

"QUEDANS OR WAREHOUSE RECEIPTS OF THE ASIA BANKING CORPORATION

"No. 57 issued May 22, 1920, 360 bales hemp.

"No. 93 issued July 8, 1920, 382 bales hemp.
"No. 103 issued August 18, 1920, 544 bales hemp.
"No. 112 issued September 15, 1920, 250 bales hemp.
"No. 111 issued September 15, 1920, 2,007 bales maguey.

"QUEDANS OR WAREHOUSE RECEIPTS OF THE BANK OF THE PHILIPPINE ISLANDS

"No. 147 issued November 13, 1920, 393 bales hemp.

"No. 148 issued November 13, 1920, 241 bales hemp.
"No. 149 issued November 13, 1920, 116 bales hemp.
"No. 150 issued November 13, 1920, 217 bales hemp.
"And whereas much of the hemp and maguey covered by the above mentioned quedans was
either non-existent at the time of the issuance of said quedans or has since been disposed of by
the debtor and of what remains much of the same hemp and maguey transferred by means of
quedans to one of the parties hereto has also been transferred by means of other quedans to one
or more of the other parties hereto and
"Whereas, the hemp and maguey covered by said quedans is to a considerable extent
commingled.
"Now, therefore, it is hereby agreed subject to the rights of any other claimants hereto and to
the approval of this Honorable Court that all that remains of the hemp and maguey covered by
the warehouse receipts of the parties
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62 PHILIPPINE REPORTS ANNOTATED
Bank of the Philippine Islands vs. Herridge
hereto or of any of them shall de ajudicated to them proportionately by grades in accordance with
the quedans held by each as above set forth in accordance with the rule laid down in section 23
of the Warehouse Receipts Law f or the disposition of commingled fungible goods.
"Manila, P. L, July 20, 1921.
                         "GlBBS, MCDONOUGH & JOHNSON
               "By A. D. GlBBS
                               "Attorneys for the Chartered Bank
of India, Australia & China                                   
                         "FlSHER & DEWlTT
               "By C. A. DEWITT
               "Attorneys for the Hongkong & Shanghai
Banking Corporation                                             
                         "WOLFSON, WOLSFON & SCHWARZKOFF
               "Attorneys for the Asia Banking Corporation
                         "HARTIGAN & WELCH
     "Attorneys for the Bank of the Philippine Islands"
Claims for hemp and maguey covered by the respective warehouse receipts of the banks
mentioned in the foregoing stipulation were presented by each of said banks. Shortly after the
adjudication of the insolvency of the firm of Wise & Co., one of the unsecured creditors of the
insolvent on June 25, 1921, presented specific written objections to the claims of the banks on
the ground of the insufficiency of the warehouse receipts and also to the stipulation above quoted
on the ground that it was entered into for the purpose of avoiding the necessity of identifying the
property covered by each warehouse receipt. Bowring & Co., C. T. Bowring Co., Ltd., and
Teodoro R. Yangco, also unsecured creditors of the insolvent, appeared in the case after the
decision of the trial court was rendered and joined with the assignee in his motion for a rehearing
and in his appeal to this court.
Upon hearing, the court below held that the receipts in question were valid negotiable
warehouse receipts and ordered the distribution of the hemp and maguey covered
63
VOL. 47, DECEMBER 20, 1924 63
Bank of the Philippine Islands vs. Herridge
by the receipts among the holders thereof proportionately by grades, in accordance with the
stipulation above quoted, and in a supplementary decision dated November 2, 1921, the court
adjudged the merchandise covered by warehouse receipts Nos. A-153, A-154 and A-155 to the
Asia Banking Corporation. From these decisions the assignee of the insolvent estate, Bowring &
Co., C. T. Bowring Co., Ltd., and Teodoro R. Yangco appealed to this court.
The warehouse receipts are identical in form with the receipt involved in the case
of Roman vs.Asia Banking Corporation (46 Phil., 705), and there held to be a valid negotiable
warehouse receipt which, by endorsement, passed the title to the merchandise described therein
to the Asia Banking Corporation. That decision is, however, vigorously attacked by the
appellants, counsel asserting, among other things, that "there was not a single expression in that
receipt, or in any of those now in question, from which the court could or can say that the parties
intended to make them negotiable receipts. In fact, this is admitted in the decision by the
statement ' * * * and it contains no other direct statement showing whether the goods received
are to be delivered to the bearer, to a specified person, or to a specified person or his order.'
There is nothing whatever in these receipts from which the court can possibly say that the parties
intended to use the phrase 'a la orden' instead of the phrase 'por orden,' and thus to make said
receipts negotiable. On the contrary, it is very clear from the circumstances under which they
were issued, that they did not intend to do so. If there was other language in said receipts, such as
would show their intention in some way to make said receipts negotiable, then there would be
some reason for the construction given by the court. In the absence of language showing such
intention, the court, by substituting the phrase 'a la orden' for the phrase 'por orden,' is clearly
making a new contract between the parties which, as
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64 PHILIPPINE REPORTS ANNOTATED
Bank of the Philippine Islands vs. Herridge
shown by the language used by them, they never intended to enter into."
These very positive assertions have, as far as we can see, no foundation in fact and rest
mostly on misconceptions.
Section 2 of the Warehouse Receipts Act (No. 2137) prescribes the essential terms of such
receipts and reads as f ollows:
"Warehouse receipts need not be in any particular form, but every such receipt must embody
within its written or printed terms—

1. "(a)The location of the warehouse where the goods are stored,

2. " (b)The date of issue of the receipt,
3. " (c)The consecutive number of the receipt,
4. " (d)A statement whether the goods received will be delivered to the bearer, to a specified person,
or to a specified person or his order,
5. " (e)The rate of storage charges,
6. " (f)A description of the goods or of the packages containing them,
7. " (g)The signature of the warehouseman, which may be made by his authorized agent,
8. " (h)If the receipt is issued for goods of which the warehouseman is owner, either solely or jointly
or in common with others, the fact of such ownership, and
9. " (i)A statement of the amount of advances made and of liabilities incurred for which the
warehouseman claims a lien. If the precise amount of such advances made or of such liabilities
incurred is, at the time of the issue of the receipt, unknown to the warehouseman or to his agent
who issues it, a statement of the fact that advances have been made or liabilities incurred and the
purpose thereof is sufficient.

"A warehouseman shall be liable to any person injured thereby, for all damage caused by the
omission from a negotiable receipt of any of the terms herein required."
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VOL. 47, DECEMBER 20, 1924 65
Bank of the Philippine Islands vs. Herridge
Section 7 of the Act reads:
"A nonnegotiable receipt shall have plainly placed upon its face by the warehouseman issuing
it 'nonnegotiable,' or 'not negotiable.' In case of the warehouseman's failure so to do, a holder of
the receipt who purchased it for value supposing it to be negotiable, may, at his option, treat such
receipt as imposing upon the warehouseman the same liabilities he would have incurred had the
receipt been negotiable."
All of the receipts here in question are made out on printed blanks and are identical in form
and terms. As an example, we may take receipt No. A-112, which reads as f ollows:

"U. DE POLI

"209 Estero de Binondo

"BODEGAS

"QUEDAN No. A-112

 "Almacén Yangco_______

"Por___________________

Marcas Bultos Clase de "Quedandepositados

las en estos almacenes por
"UDP 250 mercanias orden del Sr. U. de Poli
Fardos la cantidad de
abacá doscientos cincuenta
fardos abacá según
marcas detalladas al
margen, y con arreglo
a las condiciones
siguientes:
      "1.a Están asegurados
contra riesgo de
incendios
exclusivamente, según
las condiciones de mis
pólizas; quedando los
demás por cuenta de
los depositantes.
      "2. No se responde del
peso, clase ni mal
estado de la mercancía
depositada.
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66 PHILIPPINE REPORTS ANNOTATED
Bank of the Philippine Islands vs. Herridge
  "3.  El almacenaje será de
a

quince céntimos fardo por

mes.
"I certify that I am "4.  El seguro sera de un
a

the sole owner of octavo por ciento mensual por

the merchandise el total. Tanto el almacenaje
herein described. como el seguro se cobrarán
(Sgd.) por meses vencidos, y con
"UMBERTO DE arreglo a los días devengados
POLI siendo el mínimo para los ef
ect os del cobro 10 días.
  "5.  No serán entregados
a

dichos efectos ni parte de los

mismos sin la presentación de
este 'quedan' para su
 correspondiente deducción.
  "6.  El valor para el seguro de
a

estas mercancías es de pesos

filipinos nueve mil quinientos
solamente.
  "7.  Las operaciones
a

de. entrada y salida, serán de
cuenta de los depositantes,
pudiendo hacerlos con sus
trabajadores, o pagando los
que le sean facil itados, con
arreglo a los tipos que tengo
convenido con los míos.
"Valor del Seguro "Manila, 15 de sept. de 1920.
P9,500.
"V.° B.° "El Encargado,
(Sgd.) (Sgd.) "I. MAGPANTAY"
"UMBERTO DE
POLI
The receipt is not marked "nonnegotiable" or "not negotiable," and is endorsed "Umberto de
Poli."
As will be seen, the receipt is styled "Quedan" (warehouse receipt) and contains all the
requisites of a warehouse receipt as prescribed by section 2, supra,except that it does not, in
express terms, state whether the goods re-
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VOL. 47, DECEMBER 20, 1924 67
Bank of the Philippine Islands vs. Herridge
ceived are to be delivered to bearer, to a specified person or to his order. The intention to make it
a negotiable warehouse receipt appears, nevertheless, quite clearly from the document itself: De
Poli deposited the goods in his own warehouse; the warehouse receipt states that he is the owner
of the goods deposited; there is no statement that the goods are to be delivered to the bearer of
the receipt or to a specified person and the presumption must therefore necessarily be that the
goods are in the warehouse subject to the orders of their owner De Poli. As the owner of the
goods he had, of course, full control over them while the title remained in him; we certainly
cannot assume that it was the intention to have the goods in the warehouse subject to no one's
orders. That the receipts were intended to be negotiable is further shown by the fact that they
were not marked "nonnegotiable" and that they were transferred by the endorsement of the
original holder, who was also the warehouseman. In his dual capacity of warehouseman and the
original holder of the receipt, De Poli was the only party to the instrument at the time of its
execution and the interpretation he gave it at that time must therefore be considered controlling
as to its intent.
In these circumstances, it is hardly necessary to enter into any discussion of the intended
meaning of the phrase "por orden" occurring in the receipts, but for the satisfaction of counsel,
we shall briefly state some of our reasons for the interpretation placed upon that phrase in the
Felisa Roman case:
 The rule is well-known that wherever possible writings must be so construed as to give effect
to their general intent and so as to avoid absurdities. Applying this rule, it is difficult to see how
the phrase in question can be given any other rational meaning than that suggested in the case
mentioned. It is true that the meaning would have been more grammatically expressed by the
word "a la orden"; the word "por" preceding the word "orden" is generally
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68 PHILIPPINE REPORTS ANNOTATED
Bank of the Philippine Islands vs. Herridge
translated into the English language as "by," but "por" also means "for" or "for the account
of" (see Velazquez Dictionary) and it is often used in the latter sense. The grammatical error of
using it in connection with "orden" in the present case is one which might reasonably be
expected from a person insufficiently acquainted with the Spanish language.
If the receipt had been prepared in the English language and had stated that the goods were
deposited "for order" of U. de Poli, the expression would not have been in accordance with good
usage, but nevertheless in the light of the context and the circumstances would be quite
intelligible and no one would hesitate to regard "for order" as the equivalent of "to the order."
Why may not similar latitude be allowed in the construction of a warehouse receipt in the
Spanish language?
If we were to give the phrase the meaning contended for by counsel, it would reveal no
rational purpose. To say that a warehouseman deposited his own goods with himself by his own
order seems superfluous and means nothing. The appellants' suggestion that the receipt was
issued by Irineo Magpantay loses its force when it is considered that Magpantay was De Poli's
agent and that his words and acts within the scope of his agency were, in legal effect, those of De
Poli himself. De Poli was the warehouseman and not Magpantay.
Counsel for the appellants also assail the dictum in our decision in the Felisa Roman case that
section 7 of the Warehouse Receipts Act "appears to give any warehouse receipt not marked
'nonnegotiable' or 'not negotiable' practically the same effect as a receipt which by its terms is
negotiable provided the holder of such unmarked receipt acquired it for value supposing it to be
negotiable." The statement is, perhaps, too broad but it certainly applies in the present case as
against the appellants, all of whom are ordinary unsecured creditors and none of them is in
position to urge any preferential rights.
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VOL. 47, DECEMBER 20, 1924 69
Bank of the Philippine Islands vs. Herridge
As instruments of credit, warehouse receipts play a very important role in modern commerce and
the present day tendency of the courts is towards a liberal construction of the law in favor of
a bona fide holder of such receipts. Under the Uniform Warehouse Receipts Act, the Supreme
Court -of New York in the case of Joseph vs. P. Viane, Inc.([1922], 194 N. Y. Supp., 235), held
the following writing a valid warehouse receipt:
" 'Original. Lot No. 9. New York, November 19, 1918. P. Viane, Inc., Warehouse, 511 West
40th Street, New York City. For account of Alpha Litho. Co., 261 9th Avenue. Marks: Fox Film
Co. 557 Bdles 835-½ R. 41 x 54-116. Car Number: 561133. Paul Viane, Inc. E. A. Thompson. P.
Viane, Inc., Warehouse.'"
In the case of Manufacturers' Mercantile Co. vs. Monarch Refrigerating Co. ([1915], 266
111., 584), the Supreme Court of Illinois said:
 "The provisions of Uniform Warehouse Receipts Act, sec. 2 (Hurd's Rev. St. 1913, c. 114,
sec. 242), as to the contents of the receipt, are for the benefit of the holder and of purchasers
from him, and failure to observe these requirements does not render the receipt void in the hands
of the holder."
In the case of Hoffman vs.Schoyer ([1892], 143 111., 598), the court held that the failure to
comply with Act III, April 25, 1871, which requires all warehouse receipts for property stored in
Class C to "distinctly state on their face the brands or distinguishing marks upon such property,"
for which no consequences, penal or otherwise, are imposed, does not render such receipts void
as against an assignee for value.
The appellants argue that the receipts were transferred merely as security for advances or
debts and that such transfer was of no effect without a chattel mortgage or a contract of pledge
under articles 1867 and 1863 of the Civil Code. This question was decided adversely to the
appellants' contention in the case of Roman vsAsia
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70 PHILIPPINE REPORTS ANNOTATED
Bank of the Philippine Islands vs. Herridge
Banking Corporation, supra,. The Warehouse Receipts Act is complete in itself and is not
affected by previous legislation in conflict with its provisions or incompatible with its spirit or
purpose. Section 58 provides that within the meaning of the Act "to 'purchase' includes to take as
mortgagee or pledgee" and " 'purchaser' includes mortgagee and pledgee." It therefore seems
clear that, as to the legal title to the property covered by a warehouse receipt, a pledgee is on the
same footing as a vendee except that the former is under the obligation of surrendering his title
upon the payment of the debt secured. To hold otherwise would defeat one of the principal
purposes of the Act, i. e., to furnish a basis for commercial credit.
The appellants also maintain that baled hemp cannot be regarded as fungible goods and that
the respective warehouse receipts are only good for the identical bales of hemp for which they
were issued. This would be true if the hemp were ungraded, but we can see no reason why bales
of the same government grade of hemp may not, in certain circumstances, be regarded as
fungible goods. Section 58 of the Warehouse Receipts Act defines fungible goods as follows:
" 'Fungible goods' means goods of which any unit is, from its nature or by mercantile custom,
treated as the equivalent of any other unit."
In the present case the warehouse receipts show how many bales of each grade were
deposited; the Government grade of each bale was clearly and permanently marked thereon and
there can therefore be no confusion of one grade with another; it is not disputed that the bales
within the same grade were of equal value and were sold by the assignee for the same price and
upon the strength of the Government grading marks. Moreover, it does not appear that any of the
claimant creditors, except the appellees, hold warehouse receipts for the goods here in question.
Under these circumstances, we do not think that the
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VOL. 47, DECEMBER 20, 1924 71
Bank of the Philippine Islands vs. Herridge
court below erred in treating the bales within each grade as fungible goods under the definition
given by the statute. It is true that sections 22 and 23 provide that the goods must be kept
separated and that the warehouseman may not commingle goods except when authorized by
agreement or custom, but these provisions are clearly intended for the benefit of the holders of
the receipts and not for the benefit of the warehouseman. It would, indeed, be strange if the
warehouseman could escape his liability to the owners of the goods by the simple process of
commingling them without authorization. In the present case the holders of the receipts have
impliedly ratified the acts of the warehouseman through the pooling agreement hereinbefore
quoted.
The questions so far considered are common to all of the claims now before us, but each
claim has also its separate features which we shall now briefly discuss:

R. G. Nos. 21000 AND 21004

CLAIMS OF THE BANK OF THE PHILIPPINE ISLANDS AND THE GUARANTY TRUST
COMPANY OF NEW YORK

The claim of the Bank of the Philippine Islands is supported by four warehouse receipts, No. 147
for 393 bales of hemp, No. 148 for 241 bales of hemp, No. 149 for 116 bales of hemp and No.
150 for 217 bales of hemp. Subsequent to the pooling agreement these warehouse receipts were
signed, endorsed and delivered to the Guaranty Trust Company of New York, which company,
under a stipulation of October 18,1921, was allowed to intervene as a party claiming the goods
covered by said receipts, and which claim forms the subject matter of the appeal R. G. No.
21004. All of the warehouse receipts involved in these appeals were issued on November 13,
1920, and endorsed over to the Bank of the Philippine Islands.
On November 16, 1920, De Poli executed and delivered to said bank a chattel mortgage on
the same property de-
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72 PHILIPPINE REPORTS ANNOTATED
Bank of the Philippine Islands vs. Herridge
scribed in the receipts, in which chattel mortgage no mention was made of the warehouse
receipts. This mortgage was registered in the Office of the Register of Deeds of Manila on
November 18, 1920.
The appellants argue that the obligations created by the warehouse receipts were extinguished
by the chattel mortgage and that the validity of the claim must be determined by the provisions
of the Chattel Mortgage Law and not by those of the Warehouse Receipts Act, or, in other words,
that the chattel mortgage constituted a novation of the contract between the parties.
Novations are never presumed and must be clearly proven. There is no evidence whatever in
the record to show that a novation was intended. The chattel mortgage was evidently taken as
additional security for the funds advanced by the bank and the transaction was probably brought
about through a misconception of the relative values of warehouse receipts and chattel
mortgages. As the warehouse receipts transferred the title to the goods to the bank, the chattel
mortgage was both unnecessary and inefficatious and may be properly disregarded.
Under the seventh assignment of error the appellants argue that as De Poli was declared
insolvent by the Court of First Instance of Manila on December 8, 1920, only twenty-five days
after the warehouse receipts were issued, the latter constituted illegal preferences under section
70 of the Insolvency Act. In our opinion the evidence shows clearly that the receipts were issued
in due and ordinary course of business for a valuable pecuniary consideration in good faith and
are not illegal preferences.

R. G. No. 21002
 CLAIM OF THE HONGKONG & SHANGHAI BANKING CORPORATION

The warehouse receipts held by this claimant-appellee are numbered A-130 for 490 bales of
hemp and 321 bales of
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VOL. 47, DECEMBER 20, 1924 73
Bank of the Philippine Islands vs. Herridge
maguey, No. A-134 for 1,970 bales of hemp, No. A-135 for 1,173 bales of hemp and No. A-137
for 237 bales of hemp, were issued by De Poli and were endorsed and delivered to the bank on or
about November 8, 1920. The appellants maintain that the bank at the time of the delivery to it of
the warehouse receipts had reasonable cause to believe that De Poli was insolvent, and that the
receipts therefore constituted illegal preferences under the Insolvency Law and are null and void.
There is nothing in the record to support this contention.
The other assignments of error relate to questions which we have already discussed and
determined adversely to the appellants.

R. G. No. 21003

CLAIM OF THE CHARTERED BANK OF INDIA, AUSTRALIA & CHINA

This claimant holds warehouse receipts Nos. 131 for 3,808 bales of hemp, A-157 for 250 bales
of hemp, A-132 for 1,878 bales of maguey and A-133 for 1,574 bales of maguey. Nos. A-131,
A-132 and A-133 bear the date of November 6, 1920, and A-157 is dated November 19, 1920.
Under the fourth assignment of error, the appellants contend that the court erred in permitting
counsel for the claimant bank to retract a withdrawal of its claim under warehouse receipt No: A-
157. It appears from the evidence that during the examination of the witness Fairnie, who was
the local manager of the claimant bank, counsel f or the bank, after an answer made by Mr.
Fairnie to one of his questions, withdrew the claim under the warehouse receipt mentioned, being
under the impression that Mr, Fairnie's answer indicated that the bank had knowledge of De
Poli's pending insolvency at the time the receipt was delivered to the bank. Later on in the
proceedings the court, on motion of counsel, reinstated the claim. Counsel explains that by
reason of Mr. Fairnie's Scotch accent and rapid
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74 PHILIPPINE REPORTS ANNOTATED
Bank of the Philippine Islands vs. Herridge
style of delivery, he misunderstood his answer and did not discover his mistake until he read the
transcript of the testimony.
The allowance of the reinstatement of the claim rested in the sound discretion of the trial
court and there is nothing in the record to show that this discretion was abused in the present
instance.
Under the fifth assignment of error appellants argue that the manager of the claimant bank
was informed of De Poli's difficulties on November 19, 1920, when he received warehouse
receipt No. A-157 and had reasonable cause to believe that De Poli was insolvent and that the
transaction therefore constituted an illegal preference.
Mr. Fairnie, who was the manager of the claimant bank at the time the receipt in question was
delivered to the bank, testifies that he had no knowledge of the impending insolvency and Mr.
De Poli, testifying as a witness for the assignee-appellee, stated that he furnished the bank no
information as to his failing financial condition at any time prior to the filing of the petition for
his insolvency, but that on the contrary he advised the bank that his financial condition was
sound.
The testimony of the same witnesses also shows that the bank advanced the sum of P20,000
to De Poli at Cebu against the same hemp covered by warehouse receipt No. A-157 as early as
October, 1920, and that upon shipment thereof to Manila the bill of lading, or shipping
documents, were made out in favor of the Chartered Bank and forwarded to it at Manila; that
upon the arrival of the hemp at Manila, Mr. De Poli, by giving a trust receipt to the bank for the
bill of lading, obtained possession of the hemp with the understanding that the warehouse receipt
should be issued to the bank therefor, and it was in compliance with that agreement previously
made that the receipt was issued on November 19, 1920. Upon the facts stated we cannot hold
that the bank was given an illegal preference by the endorsement to it of the warehouse re-
75
VOL. 47, DECEMBER 20, 1924 75
La Insular vs. Jao Oge
ceipt in question. (Mitsui Bussan Kaisha vs. Hongkong & Shanghai Banking Corporation, 36
Phil., 27.)

R. G. No. 21006

CLAIMS OF THE ASIA BANKING CORPORATION

Claimant holds warehouse receipts Nos. A-153, dated November 18, 1920, for 139 bales of
tobacco, A-154, dated November 18, 1920, for 211 bales of tobacco, A-155, dated November 18,
1920, for 576 bales of tobacco, A-57, dated May 22, 1920, for 360 bales of hemp, A-93, dated
July 8, 1920, for 382 bales of hemp, A-103, dated August 18, 1920, for 544 bales of hemp, A-
112, dated September 15, 1920, for 250 bales of hemp and A-111, dated September 15, 1920, for
207 bales of maguey.
The assignments of error in connection with this appeal are, with the exception of the fourth,
similar to those in the other cases and need not be further discussed.
Under the fourth assignment, the appellants contend that warehouse receipts Nos. A-153, A-
154 and A-155 were illegal preferences on the assumption that the claimant bank must have had
reasonable reasons to believe that De Poli was insolvent on November 18, 1920, when the three
receipts in question were received. In our opinion, the practically undisputed evidence of the
claimant bank sufficiently refutes this contention. For the reasons hereinbefore stated the
judgments appealed from are hereby affirmed, without costs. So ordered.
Street,  Malcolm, Avanceña, Villamor, and Romualdez, JJ.,concur.
Judgments affirmed.

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