G.R. No.

L-48113 April 7, 1947

NGO TIAN TEK and NGO HAY, petitioner,
vs.
PHILIPPINE EDUCATION CO., INC., respondent.

Facts:
• Philippine Education Co instituted an action against Vicente Tan and the partnership of Ngo
Tian Tek and Ngo Hay for the recovery of an unpaid cost of merchandise purchased by the Lee
Guan Box Factory from them.
• The Modern Box Factory established in 1925 was first owned by Ngo Hay but was later joined
by Ngo Tian Tek as junior partner. Few years later, another factory was established near it
called Lee Guan Box Factory under the management of Vicente Tan.
• Later on, Ngo Hay represented that he was the principal owner of their factory and that the Lee
Guan Box Factory was a subsidiary of the Modern Box Factory. This was supported by
evidence where many goods were purchased under the name of Lee Guan Box Factory but was
delivered to the Modern Box Factory.
• When issues arose concerning the debt from Philippine Education Co, petitioners contended
that they are merely assigned to such authority and to hold them accountable would be
immoral and against public policy. That Vicente. Tan only acted in his own name and cannot
include the petitioners.
• In addition, it was argued that since Ngo Hay died, this case should be dismissed.

Issue:
• Whether or not the case be dismissed because of the death of one of the partners.

Ruling:
• No. The petitioners Ngo Tian Tek and Ngo Hay were sued as a partnership possessing a
personality distinct from any of the partners.
• Article 1768 states that “the partnership has a juridical personality separate and distinct from
that of each of the partners, even in case of failure to comply with the requirements of article
1772.” (Note: cannot see this in the case, just included it here)

• Note: The main discussion in the case is on the assignment of authority to the petitioners to manage the factory of Vicente Tan. The issue on
death of one of the partners is at the end of the case, only in 1 sentence but since this is what is related to the syllabus, it is what I placed. So, a
little unsure about this case.
• However, there is a discussion about how the act of Vicente Tan cannot save the petitioner in view of said ownership, and because contracts
entered into by a factor of a commercial establishment known to belong to a well known enterprise or association, shall be understood as
made for the account of the owner of such enterprise or association, even when the factor has not so stated at the time of executing the same,
provided that such contracts involve objects comprised in the line and business of the establishment. Which I can connect to Article 1769 (1)
In determining whether a partnership exists, these rules shall apply: Except as provided by article 1825, persons who are not partners as to
each other are not partners as to third persons.
• CF to Article 1825 which provides that, When a person, by words spoken or written or by conduct, represents himself, or consents to another
representing him to anyone, as a partner in an existing partnership or with one or more persons not actual partners, he is liable to any such
persons to whom such representation has been made, who has, on the faith of such representation, given credit to the actual or apparent
partnership, and if he has made such representation or consented to its being made in a public manner he is liable to such person, whether the
representation has or has not been made or communicated to such person so giving credit by or with the knowledge of the apparent partner
making the representation or consenting to its being made.
• HEHE lisoda :< paki-validate na lang din if naread niyo na full case :((