Case Digest (G.R. No. 151895)
Facts:
Bank of Commerce v. Teresita S. Serrano, G.R. No. 151895, February 16, 2005, the Supreme Court First Division, Quisumbing, J., writing for the Court.Petitioner Bank of Commerce (formerly Boston Bank of the Philippines) is a private domestic bank. Respondent Teresita S. Serrano was the General Manager and Treasurer of Via Moda International, Inc., which engaged in import/export of textiles.
Chronology: Via Moda, represented by Serrano, obtained an export packing loan from BOC‑Diliman in the principal amount of US$50,000, secured by a Deed of Assignment over an Irrevocable Transferable Letter of Credit. Serrano executed a promissory note dated May 6, 1994. Separately, BOC issued Irrevocable Letter of Credit No. BCZ‑940051 (March 15, 1994) for US$56,735 to finance importation from a Taiwanese supplier, and Via Moda (through Serrano) executed Trust Receipt No. 94‑22221 (April 21, 1994) covering goods of US$55,944.73. Under the trust receipt, Via Moda agreed to hold the goods in trust, sell them for the bank’s account, remit proceeds to the bank by maturity, or return the goods if unsold; interest and penalty rates were stipulated.
The goods were shipped to Via Moda’s consignee in New Jersey; the consignee’s bank sent an export letter of credit to BOC and BOC’s Regional Operations Officer signed export declarations authorizing shipment. The exported goods’ value as per the export declaration was US$81,987. Proceeds of sale were received by the bank but were applied by BOC to Via Moda’s obligations under the export packing loan rather than straightly to the trust receipt; after various applications an outstanding balance on the trust receipt remained (P1,444,802.28 as of November 15, 1994) and, by December 15, 1998, Via Moda’s outstanding balance was P4,783,487.15.
BOC demanded payment or return of goods (November 16, 1994); demand went unheeded. Serrano was criminally charged with estafa (Art. 315(b), RPC) in relation to Presidential Decree No. 115 (Trust Receipts Law). On May 31, 2000, the Regional Trial Court (RTC), Branch 105, Quezon City, convicted Serrano of estafa and ordered her to pay civil liability to Bank of Commerce in the amount of P4,783,487.15 with interest.
Serrano appealed to the Court of Appeals (CA). In a decision dated September 28, 2001 (CA‑G.R. CR No. 24570), the CA reversed the RTC, acquitted Serrano, and deleted the civil liability, holding lack of misappropriation or conversion and that Serrano had executed the trust receipt only in representation of Via Moda (a separate juridical person). The CA found no basis to pierce the corporate veil. Petitioner’s motion for reconsideration was denied by the CA in a Resolution dated January 17, 2002.
Petitioner invoked this Court’s appellate jurisdiction by a petition for review on certiorari under Rule 45, seeking (1) a ruling that Serrano is jointly and severally liable with Via Moda under the guarantee clause of the letter of...(Subscriber-Only)
Issues:
- May petitioner raise for the first time in this Court the alleged joint and several liability of respondent under the guarantee clause of the Letter of Credit?
- Did the Court of Appeals commit reversible error in deleting respondent Serrano’s civil liability adjudged ...(Subscriber-Only)
Ruling:
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Ratio:
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Doctrine:
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