Facts:

The case at hand, Ang Seng Quen et al. vs. Juan Te Chico et al., revolves around a dispute within a commercial partnership. On September 24, 1900, the plaintiffs, Ang Seng Quen, Ang Bang Gui, and one Ang Bang Guan, formed a partnership for business operations in Manila under the name Hoc Jua Bee & Company. Notably, the partnership agreements were never filed in the mercantile registry, thereby preventing the firm from acquiring a distinct juridical personality separate from its individual partners. Due to this absence of legal recognition, the suit was filed by the individuals comprising the partnership rather than the partnership itself.

The defendants were Juan Te Chico, Trinidad J. Te Quim Jua, Cu Ung Jeng, and Uy Su Liong, collectively doing business under Sam Jop Jim & Company. On December 22, 1902, some of the defendants and Ang Bang Gui entered into another partnership at Iloilo, later retroactively establishing it from 1899 under the name "Te Chico, partners

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Facts:

Formation and Nature of the Partnerships

• On September 24, 1900, the plaintiffs and one Ang Bang Guan executed articles of partnership in Manila for business under the name Hoc Jua Bee & Company.
• The articles were never recorded in the mercantile registry, which meant the partnership never became a juridical person and remained merely an aggregation of individuals.
• It is suggested that the action was brought in the names of the individual partners rather than in the name of the unincorporated company, with the omission of Ang Bang Guan remaining unexplained.

Additional Partnership Agreement and Business Operations

• On December 22, 1902, defendants Te Chico and Cu Ung Jeng, together with plaintiff Ang Bang Gui, signed articles of partnership for a commercial enterprise in Iloilo under the firm name “Te Chico, Partnership en Comandita.”
• The articles stated that the business had been operational since 1899 under the name Sam Jop Jim and were given retroactive effect from that year, establishing the partnership as one devoted exclusively to commercial purposes.
• As with the Manila partnership, this latter set of articles was also never recorded in the mercantile registry, depriving the partnership of a distinct juridical personality.

Transactional Dispute and Account Balance

• It was alleged in the complaint that defendant Te Quim Jua, acting as partner and manager of the defendant firm’s Manila branch, purchased merchandise from the plaintiffs amounting to 15,401.58 pesos, a balance that remained due as of September 4, 1905.
• Evidence included a written document, signed by Te Quim Jua on August 10, 1905, acknowledging the indebtedness, and corroborated by the bookkeeping comparisons between the plaintiff and defendant firms.

Discrepancy and Evidence Involving the Books of Account

• A controversy arose regarding the accuracy of the account balance, leading to a comparison between the books kept in Iloilo and Manila.
• Third parties were engaged to examine the books after discrepancies were noted, but the examination remained incomplete.
• During trial, issues were raised when the plaintiffs produced twenty-seven books of account (seventeen from Iloilo and ten from Manila), while the daybook of the Manila branch was notably absent.
• Defendants’ inquiries into the whereabouts of these books led to conflicting testimonies, with some plaintiff witnesses unable to account for them.

Pre-Trial Developments and Allegations of Concealment

• On October 30, 1905, defendant Te Chico, through a notary public, formally demanded that Ang Bang Bi produce and deliver the books of account.
• Ang Bang Bi acknowledged possession of the books but refused to deliver them, an action which was later used by the lower court as a basis in part for their decision.
• This incident underscored a pre-trial knowledge of the books’ location by the defendants, yet there was no subsequent effort to enforce this demand after the initial notarial request.

Parties' Involvement and Inconsistencies in the Complaint

• The complaint alleged that defendant Te Quim Jua was a partner and manager, yet other defendants (except Te Quim Jua) denied any similar partnership role though admitting his authorization for transacting business.
• A significant issue arose regarding Ang Bang Gui’s role, as evidences indicated he was involved with both the plaintiff and defendant firms, particularly affecting the proper adjudication of his liabilities.

Issue:

Jurisdiction and Proper Party Representation

• Whether the suit could be maintained given that the plaintiffs appeared to be suing in behalf of themselves while a partner (Ang Bang Gui) appeared to be simultaneously involved in the defendant firm.
• The impact on the case of omitting a party who was both a plaintiff and could potentially have liability as a defendant.

Evidence and the Allegation of Concealment

• Whether the alleged concealment or suppression of the defendants’ books of account by the plaintiffs invalidated the prima facie evidence of the indebtedness claimed by the plaintiffs.
• The role of the pre-trial notarial demand in mitigating or exacerbating the claim of evidence suppression.

Determining Liability in an Unregistered Partnership

• Whether the unregistered status of both partnerships, and hence their non-juridical personality, affected the responsibilities and liabilities of the individual partners.
• The appropriateness of imputing liability on a partner who appears in a dual capacity versus those clearly identified solely as defendants.

Specific Liability of Individual Defendants

• Whether defendant Uy Su Liong, who had no evidence of membership or interest in the partnership, could be held liable for the alleged indebtedness.
• How the court should treat the overlapping participation of Ang Bang Gui in the suit.

Ruling:

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Ratio:

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Doctrine:

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