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Teague vs. Martin, 53 Phil.

504

It was alleged, among others, by the plaintiff that he and the defendants formed a partnership for the operation of a fish
business and similar commercial transactions, which by mutual consent was called "Malangpaya Fish Co.," with a capital of
P35,000, of which plaintiff paid P25,000, the defendants Martin P5,000, Maddy P2,500, and Golucke P2,500; that he was
named the general partner; that the share in the profits and losses is in proportion to the amount of contributed capital;
that there was no agreement as to the duration of the partnership; that he wants to dissolve it, but the defendants refused
to do so; that the partnership purchased and owns a lighter (Lapu-Lapu), a motorship (Barracuda), and other properties,
which are in the possession of the defendants who are making use of them. It was alleged that it is the best interest of the
parties to have a receiver appointed pending this litigation, to take possession of the properties, and he prays that the
Philippine Trust Company be appointed receiver, and for judgment dissolving the partnership, with costs.

Each of the defendants filed a separate answer, but of the same nature. It is then alleged, among others, that Maddy will
have charge of the Barracuda and the navigating of the same, salary P300 per month; Martin will have charge of the
southern station, cold stores, commissary and procuring fish, salary P300 per month; Teague will have charge of selling fish
in Manila and purchasing supplies. No salary until business is on paying basis.

The CFI issued a decision: (1) dissolving the partnership and liquidating its assets; (2) that the barge Lapu-Lapu as well as
the Ford truck and adding machine belong exclusively to Teague, but he must return to and reimburse the partnership the
amount which was taken from its funds for the purchase of the Lapu-Lapu and the Ford truck.

Upon appeal, the plaintiff further contended that he is the managing partner of the partnership and the three properties
(Lapu-Lapu, Barracuda& Ford truck) are properties of the partnership since they were paid from the profits of the
partnership thus do not belong to him.

ISSUES:

WON the plaintiff was the manager of the unregistered partnership of Malangpaya Fish Company.

WON the three properties are owned by the partnership.

RULING:

Yes, the powers and duties of the three partners are specifically defined, and that each of them was more or less the
general manager in his particular part of the business. The plaintiff’s powers and duties were confined and limited to "selling
fish in Manila and the purchase of supplies."

No, the Lapu-Lapu, Barracuda, and the adding machine, although paid for by the partnership funds, are owned by petitioner
for it was registered in his own name. He is estopped from claiming otherwise. The purchase of the properties in question
are not within the scope of plaintiff’s authority. It is but right that the plaintiff reimburse the partnership for the use of its
funds. However, it noted that the partnership also made use of the Lapu-Lapu. In the interest of justice, the plaintiff should
be compensated for such use.

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