Case Digest (G.R. No. 191938)
Facts:
In International Hotel Corporation (IHC) vs. Francisco B. Joaquin, Jr. and Rafael Suarez (G.R. No. 158361, April 10, 2013), Joaquin proposed on February 1, 1969 to the IHC Board to render technical assistance in securing a DBP-guaranteed foreign loan for a hotel project. His nine-phase plan (studies, mortgage settlement, guaranty application, lender selection, DBP coordination, operations preparation) was approved for phases one to six with an estimated P2,000,000 budget on February 11, 1969. Joaquin negotiated with Roger Dunn & Company and Materials Handling Corporation, later exploring Weston International when Barnes International failed to supply funds. DBP’s guaranty was cancelled on December 6, 1971; Joaquin and Suarez’s 17,000 shares issued as compensation were rescinded. On December 6, 1973 they sued IHC and its directors in the RTC of Manila for specific performance, annulment, damages, and injunction, alleging illegal share cancellation and breach of contract. The RTCCase Digest (G.R. No. 191938)
Facts:
- Background and Proposal
- On February 1, 1969, Francisco B. Joaquin, Jr. submitted to International Hotel Corporation (IHC) a nine-phase technical assistance proposal to secure a DBP-guaranteed foreign loan for hotel construction.
- On February 11, 1969, IHC’s board approved Phases 1–6 and earmarked ₱2,000,000 for project expenses.
- Performance, Negotiations, and Payment Arrangements
- Joaquin requested ₱500,000 for services beyond the six phases and agreed to accept shares; on July 11, 1969, IHC’s stockholders authorized payment to Joaquin and Rafael Suarez in cash and/or shares.
- Joaquin narrowed financiers to Roger Dunn & Co. and Materials Handling Corp.; board accepted his recommendation but also pursued Weston International when Barnes (through Materials Handling) failed to deliver; DBP canceled its guaranty (Dec. 6, 1971) and later denied application (June 26, 1972).
- Cancellation of Shares and Litigation
- Due to failure to secure the loan, IHC canceled the 17,000 shares previously issued to Joaquin and Suarez.
- On December 6, 1973, Joaquin and Suarez sued for specific performance, annulment, damages, and injunction; RTC (Aug. 26, 1993) awarded Joaquin ₱200,000, Suarez ₱50,000, plus attorney’s fees; CA (Nov. 8, 2002) affirmed liability under Civil Code Art. 1186 and 1234 but modified awards to Joaquin ₱700,000 and Suarez ₱200,000, and upheld attorney’s fees.
Issues:
- Whether the Court of Appeals correctly awarded respondents compensation despite alleged non-fulfillment of their obligation.
- Whether the Court of Appeals correctly granted attorney’s fees to respondents.
Ruling:
- (Subscriber-Only)
Ratio:
- (Subscriber-Only)
Doctrine:
- (Subscriber-Only)