FACTS:
Ishwar Jethmal Ramnani and his
wife Sonya had their main business based in New York. Ishwar received US
$150,000.00 from his father-in-law in Switzerland. In 1965, Ishwar Jethmal
Ramnani sent the amount of US $150,000.00 to Choithram in two bank drafts of
US$65,000.00 and US$85,000.00 for the purpose of investing the same in real
estate in the Philippines. Subsequently, spouses Ishwar executed a general
power of attorney appointing Ishwar’s full blood brothers Choithram and
Navalrai as attorneys-in-fact, empowering them to manage and conduct their
business concerns in the Philippines. Choithram, as attorney-in-factr, entered
into two agreements for the purchase of two parcels of land located in Pasig
Rizal from Ortigas & Company, Ltd. Partnership (Ortigas Ltd.) with a total
area of approximately 10,048 square meters. Three buildings were constructed
thereon and were leased out by Choithram as attorney-in-fact of spouses Ishwar.
Two of these buildings were later burned.
In 1970 Ishwar asked Choithram to
account for the income and expenses relative to these properties during the
period 1967 to 1970. Choithram failed and refused to render such accounting
which prompted Ishwar to revoke the general power of attorney. Choithram and
Ortigas Ltd. were duly notified by notice in writing of such revocation. It was
also registered with the Securities and Exchange Commission and published in
The Manila Times. Nevertheless, Choithram as such attorney-in-fact of Ishwar,
transferred all rights and interests of Ishwar spouses in favor of Nirmla
Ramnani, the wife of Choitram’s son, Moti. Ortigas also executed the
corresponding deeds of sale in favor of Nirmla and the TCT ISSUEd in her
favour. Thus, spouses Ishwar filed a complaint in the Court of First Instance
of Rizal against Choithram and spouses Nirmla and Moti (Choithram et al.) and
Ortigas Ltd. for reconveyance of said properties or payment of its value and
damages.
Issue:
Whether a partnership
was formed?
Held:
The Court held that
there was a partnership formed. Even without a written agreement, the scenario
is clear. Spouses Ishwar supplied the capital of $150,000.00 for the business.
They entrusted the money to Choithram to invest in a profitable business venture
in the Philippines. For this purpose they appointed Choithram as their
attorney-in-fact. We have a situation where two brothers engaged in a business
venture. One furnished the capital, the other contributed his industry and
talent. Justice and equity dictate that the two share equally the fruit of
their joint investment and efforts.
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