Case Digest (G.R. No. L-21291)
Facts:
Astro Electronics Corp. obtained loans from Philtrust Bank totaling P3,000,000, evidenced by three promissory notes dated August and December 1981, on which Peter T. Roxas signed twice—once as President and once in his personal capacity—and he also executed a notarized continuing suretyship. With Philippine Export and Foreign Loan Guarantee Corporation (Philguarantee) guaranteeing seventy percent of the loan and later paying that portion after Astro's default, Philguarantee sued Astro and Roxas; the RTC of Makati awarded P3,621,187.52 with interest, the Court of Appeals affirmed, and petition to the Supreme Court followed.Issues:
- Should Peter T. Roxas be held jointly and severally liable with Astro Electronics Corp. on the promissory notes?
- Is Philguarantee subrogated to the rights of Philtrust Bank and entitled to proceed against Roxas and Astro?
Ruling:
The Court affirmed the Court of Appeals decision in toto. The Court held that Peter T. Roxas is solidarily liable Case Digest (G.R. No. L-21291)
Facts:
- Parties and capacities
- Astro Electronics Corp. (Astro), borrower.
- Peter Roxas, President of Astro and signatory on instruments.
- Philippine Export and Foreign Loan Guarantee Corporation (Philguarantee), guarantor who paid part of the loan to the creditor.
- Philtrust (Philtrust Bank / Philippine Trust Company), original lender and payee.
- Loan instruments and security
- Astro obtained loans from Philtrust totaling P3,000,000.00 secured by three promissory notes: PN No. PFX-254 dated December 14, 1981 for P600,000.00; PN No. PFX-258 dated December 14, 1981 for P400,000.00; PN No. 15477 dated August 27, 1981 for P2,000,000.00 (Exhibits "3", "4", "5"; Originals at Rollo, pp. 6-8).
- Each promissory note bore two signatures of Roxas: once as President of Astro and again in his personal capacity (Original Records, pp. 6-8, Exhibits "3", "4" and "5").
- Roxas also signed a Continuing Suretyship Agreement in favor of Philtrust, both as President of Astro and as surety (Exhibit "D", Original Records, pp. 10-13).
- Guarantee and payment by Philguarantee
- Philguarantee, with Astro's consent, guaranteed payment of seventy percent of Astro's loan to Philtrust (Exhibits "F" and "E", Rollo, pp. 14-19).
- The guarantee provided that upon payment by Philguarantee it would be proportionally subrogated to the rights of Philtrust against Astro (Rollo, p. 18).
- After Astro defaulted, Philguarantee paid seventy percent of the guaranteed loan to Philtrust.
- Claims, defenses, and lower court findings
- Philguarantee sued Astro and Roxas in the Regional Trial Court (RTC), Makati, for sum of money representing the unpaid obligation.
- In his Answer, Roxas disclaimed personal liability, alleging he had "merely signed the same in blank" and that the phrases "in his personal capacity" and "in his official capacity" were fraudulently inserted without his knowledge (Rollo, pp. 62-64).
- The RTC found the promissory notes valid and binding on both Astro and Roxas, observed Roxas signed twice, and held Roxas failed to satisfactorily explain the double signatures (RTC Decision dated July 20, 1989, p. 4).
- The RTC rendered judgment ordering Astro and Peter T. Roxas, jointly and severally, to pay Philguarantee P3,621,187.52 with interest at 16% per annum and sti...(Subscriber-Only)
Issues:
- Primary issue
- Whether Peter Roxas is jointly and severally (solidarily) liable with Astro Electronics Corp. for the sum awarded by the RTC.
- Subsidiary issues
- Whether the promissory notes are valid and binding against Roxas despite his claim that the phrases "in his personal capacity" and "in his official capacity" were inserted after signing.
- Whether Phil...(Subscriber-Only)
Ruling:
- (Subscriber-Only)
Ratio:
- (Subscriber-Only)
Doctrine:
- (Subscriber-Only)