Lim Tong Lim vs. Philippine Fishing Gear Industries, Inc., 317 SCRA 728, G.R.

No. 136448 November 3, 1999

Facts:
Chua, Yao and Lim had decided to engage in a fishing business, which they
started by buying boats worth P3.35 million, financed by a loan secured from
Jesus Lim who was petitioners brother. In their Compromise Agreement, they
subsequently revealed their intention to pay the loan with the proceeds of
the sale of the boats, and to divide equally among them the excess or loss.
These boats, the purchase and the repair of which were financed with
borrowed money, fell under the term common fund under Article 1767.
Ocean Quest Fishing Corporation, Antonio Chua and Peter Yao with Lim Tong
Lim, however was not signatory to the contract, entered a contract with Phil
Fishing Gear Industries to purchase fishing nets which later on were not paid.
Private respondent sued Chua, Yao and Lim before the RTC. Trial court,
rendered decision in favor of Phil Fishing Gear Industries. Lim challenged the
decision and contended that there was no partnership between them.
ISSUE : Whether there was a partnership formed between Chua, Lao and
Lim?
HELD. Yes. A partnership may be deemed to exist among parties who agree
to borrow money to pursue a business and to divide the profits or losses that
may arise therefrom, even if it is shown that they have not contributed any
capital of their own to a common fund, as their contribution to such fund
could be an intangible like credit or industry.

Ortega, Del Rosario and Bacorro vs CA

Facts:
Atty Misa, one of the partners of subject law firm wrote letter to his partners
that he would be withdrawing and retiring from the partnership law firm. Two
(2) letter were also sent pertaining to his withdrawal from the law firm.
Consequently, Atty Misa filed a petition of dissolution of partnership with
Securities Investigation and Clearing Department of SEC. However, the
investigation did not favor to Atty Misa, it said that Atty Misas withdrawal did
not dissolve the partnership. SEC en banc reversed the decision of Summary
Hearing Officer and held that withdrawal of Atty Misa had dissolved the
partnership. The Commission ruled that, being a partnership at will, the law
firm could be dissolved by any partner at anytime, such as by his withdrawal
therefrom, regardless of good faith or bad faith, since no partner can be
forced to continue in the partnership against his will. The CA did not reverse
the decision of SEC but affirmed the latters decision.
Whether or not the Court of Appeals has erred in holding that the partnership
of Bito, Misa & Lozada (now Bito, Lozada, Ortega & Castillo) is a partnership
at will?

HELD:
1. Yes. CA is correct in its ruling. A partnership that does not fix its term
is a partnership at will. That the law firm Bito, Misa & Lozada, and
now Bito, Lozada, Ortega and Castillo, is indeed such a partnership
need not be unduly belabored. We quote, with approval, like did the
appellate court, the findings and disquisition of respondent SEC on this
matter.