Facts:

The case involves Laureano T. Angeles as the petitioner against the Philippine National Railways (PNR) and Rodolfo Flores as respondents. The events leading to the case began on May 5, 1980, when PNR accepted an offer from Gaudencio Romualdez to purchase scrap/unserviceable rails located in Del Carmen and Lubao, Pampanga, for a total of P 96,600.00. After Romualdez paid the purchase price, he authorized Lizette R. Wijanco, who was the petitioner’s now-deceased wife, to act as his representative for the withdrawal of the scrap rails. On May 26, 1980, Lizette requested PNR to change the withdrawal location due to unpreparedness at the original sites, which PNR granted. However, PNR later suspended the withdrawal due to discrepancies in documentation and reported pilferages of scrap properties worth over P 500,000.00. The Angeles spouses then demanded a refund of the P 96,600.00, but PNR refused, claiming that Lizette had already withdrawn 54.658 metric tons of rails worth P 114...

Facts:

Contract and Purchase Agreement

• On May 5, 1980, the Philippine National Railways (PNR) accepted the offer of Gaudencio Romualdez to purchase scrap/unserviceable rails located in Del Carmen and Lubao, Pampanga on an “AS IS, WHERE IS” basis.
• The purchase price was fixed at P1,300.00 and P2,100.00 per metric ton, respectively, for a total amount of P96,600.00.

Authorization and Execution of Withdrawal

• On May 26, 1980, Romualdez sent a letter, addressed to Atty. Cipriano Dizon, PNR’s Acting Purchasing Agent, stating that he had authorized a representative to withdraw the scrap rails.
• The letter appointed Lizette R. Wijanco (later known as Lizette Wijanco-Angeles, the petitioner’s deceased wife) as his “lawful representative” for the withdrawal.
• Romualdez also conveyed that he had provided her the original contract award documents, which he claimed would indicate his waiver of rights, interests, and participation in favor of Lizette.

Alteration of Withdrawal Arrangements and Subsequent Issues

• On the same day (May 26, 1980), Lizette requested a change in the withdrawal location from Del Carmen and Lubao in Pampanga to locations in Murcia, Capas, and San Miguel, Tarlac, citing unprepared scrap rails at the original sites.
• PNR granted the request but later suspended the withdrawal due to alleged documentary discrepancies and reported pilferages amounting to over P500,000.00 of PNR scrap properties.
• In response, the Angeles spouses demanded a refund of the purchase amount (P96,000.00), while PNR countered, referencing a delivery receipt signed by Lizette that indicated withdrawal of 54.658 metric tons valued at P2,100.00 per metric ton, totaling P114,781.80.

Initiation of Litigation and Procedural History

• On August 10, 1988, the spouses Angeles filed a suit for specific performance (demanding the delivery of 46 metric tons of scrap/unserviceable rails) and for damages, including attorney’s fees, against PNR and its corporate secretary, Rodolfo Flores.
• Subsequent to the filing, Lizette passed away and was substituted by her heirs, including her husband, petitioner Laureano T. Angeles.
• On April 16, 1996, the Regional Trial Court (RTC) of Quezon City dismissed the complaint on the ground that the Angeles spouses were not the real parties-in-interest, noting that Lizette acted merely as a representative of Romualdez.
• The petitioner then appealed the RTC decision to the Court of Appeals (CA), which, on June 4, 2001, affirmed the dismissal and later reiterated the decision on September 17, 2001, denying the petitioner’s motion for reconsideration.

Core Transactional Document and the Disputed Interpretation

• The central document for interpretation is Romualdez’s letter dated May 26, 1980.
• The primary issue revolves around whether the letter constituted an assignment of rights to Lizette or merely appointed her as an agent (authorized representative) to perform the act of withdrawal.
• Subsequent actions of the parties (such as the withdrawal receipt and further communications) were used to confirm that Lizette’s role was that of an agent, not an assignee.

Appeal and Relief Sought

• Petitioner, now acting as the heir and spouse of the deceased Lizette, advanced the petition for review under Rule 45 of the Rules of Court.
• The petitioner contended that the CA erred in holding that he and his wife (as plaintiffs a quo) lacked a cause of action because they were not the real parties-in-interest.
• The Supreme Court’s review focused on the interpretation of the letter’s language and the nature of the relationship (agency versus assignment) created thereby.

Issue:

Determination of the Nature of the Authority Conferred by the Romualdez Letter

• Whether the letter of May 26, 1980 granted Lizette a mere agency (i.e., authorization to withdraw the scrap rails) or an assignment of rights, thus giving her standing to sue in her own name.
• Whether the absence of specific terminology such as “agent” or “attorney-in-fact” alters the interpretation of her role.

Legal Standing and Real Party-in-Interest

• Whether the petitioner, as the surviving spouse and heir of Lizette, constitutes the real party-in-interest to maintain the action against PNR.
• Whether an agency relationship (as opposed to an assignment) precludes the agent or his representative from independently instituting a suit.

Appropriateness of Affirming the Trial Court’s Determination

• Whether the CA correctly affirmed the RTC’s finding that there was no cause of action due to the lack of real party status.
• The extent to which factual determinations regarding the agency relationship, based on the language of the letter and the subsequent conduct of the parties, support the dismissal of the petition.

Ruling:

• (Subscriber-Only)

Ratio:

• (Subscriber-Only)

Doctrine:

• (Subscriber-Only)