G.R. No. 178782 - Realubit vs. Jaso

On March 17, 1994, Josefina P. Realubit (Josefina) and Francis Eric Amaury Biondo (Biondo), a French national, entered into a Joint Venture Agreement to operate an ice manufacturing business.
Josefina served as the industrial partner, while Biondo was the capitalist partner.
The agreement stipulated that each partner would receive 40% of the net profits, with the remaining 20% allocated for payment of the ice making machine purchased for the business.

For P500,000.00, Biondo executed a Deed of Assignment on June 27, 1997, transferring all his rights and interests in the business to Eden G. Jaso, wife of Prosencio D. Jaso.
Following Biondo’s departure from the Philippines, the Jaso spouses notified Josefina via letter on February 19, 1998, regarding their acquisition of Biondo’s share and formally demanded accounting, inventory, and profit remittance.

The Spouses Jaso filed a complaint on August 3, 1998, against the Spouses Realubit and alleged dummies for specific performance, accounting, audit, dissolution of the joint venture, receiver appointment, and damages.
They alleged that the Spouses Realubit had no prior business before the joint venture and that income from the business enabled acquisition of multiple properties and delivery vans.
The complaint also accused the Realubits of fraudulent concealment of funds through relatives and dummies.
The Spouses Realubit denied the allegations, asserted pre-existing tube ice trading business under single proprietorship, challenged the validity of the Deed of Assignment on grounds of signature discrepancies, and claimed the business had ceased operations by January 13, 1996.

The Regional Trial Court (RTC) held that the Spouses Jaso were subrogated to Biondo’s rights due to valid acquisition of his capitalist interest.
The RTC ordered the defendants to account, allow book inspection, deliver profit shares, and pay moral damages of P20,000.00 but denied exemplary damages and attorney's fees.

On April 30, 2007, the CA set aside the RTC decision, ordered dissolution of the joint venture, and directed accounting, liquidation of assets, and division of shares.
The CA found:

The Jaso spouses had validly acquired Biondo’s share, with business operations continuing at a new location.
Eden could not interfere with management or demand accounts without Josefina's consent, pursuant to Article 1813 of the Civil Code.
Dissolution of the joint venture was necessary before accounting and profit distribution.
Lack of evidence for moral damages.

The Spouses Realubit's motion for reconsideration was denied by CA on June 28, 2007.
Josefina filed a Petition for Review under Rule 45 of the Rules of Civil Procedure, challenging the CA ruling.

Whether there was a valid assignment of rights in the joint venture by Biondo to the Spouses Jaso.
Whether Josefina, as a partner in the joint venture, may be ordered to render an accounting to someone who is not a partner in the joint venture.
Whether the Spouses Jaso have any right in the joint venture and in the allegedly separate ice business conducted by the Spouses Realubit.