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    Goquiolay Vs Sycip

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    cyhaaangelaaa
    1) Kong Chai Pin, the widow of Tan Sin An, became the managing partner of the Tan Sin An and Antonio Goquiolay partnership upon her husband's death, as the partnership agreement stipulated that the heirs of a deceased partner would continue in the partnership. 2) Goquiolay's consent to the sale of the partnership properties was not necessary, as Kong Chai Pin had ostensible authority as managing partner to bind the partnership. Goquiolay did not oppose the sale until after the deed of conveyance was executed, making his opposition ineffective.

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    Goquiolay Vs Sycip

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    cyhaaangelaaa
    179 views2 pages
    1) Kong Chai Pin, the widow of Tan Sin An, became the managing partner of the Tan Sin An and Antonio Goquiolay partnership upon her husband's death, as the partnership agreement stipulated that the heirs of a deceased partner would continue in the partnership. 2) Goquiolay's consent to the sale of the partnership properties was not necessary, as Kong Chai Pin had ostensible authority as managing partner to bind the partnership. Goquiolay did not oppose the sale until after the deed of conveyance was executed, making his opposition ineffective.

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    Goquiolay vs Sycip

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    1) Kong Chai Pin, the widow of Tan Sin An, became the managing partner of the Tan Sin An and Antonio Goquiolay partnership upon her husband's death, as the partnership agreement stipulated that the heirs of a deceased partner would continue in the partnership. 2) Goquiolay's consent to the sale of the partnership properties was not necessary, as Kong Chai Pin had ostensible authority as managing partner to bind the partnership. Goquiolay did not oppose the sale until after the deed of conveyance was executed, making his opposition ineffective.

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    © All Rights Reserved
    Download as DOCX, PDF, TXT or read online from Scribd
    Download as docx, pdf, or txt
    179 views2 pages

    Goquiolay Vs Sycip

    Uploaded by

    cyhaaangelaaa
    1) Kong Chai Pin, the widow of Tan Sin An, became the managing partner of the Tan Sin An and Antonio Goquiolay partnership upon her husband's death, as the partnership agreement stipulated that the heirs of a deceased partner would continue in the partnership. 2) Goquiolay's consent to the sale of the partnership properties was not necessary, as Kong Chai Pin had ostensible authority as managing partner to bind the partnership. Goquiolay did not oppose the sale until after the deed of conveyance was executed, making his opposition ineffective.

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    © All Rights Reserved
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    of 2

    ANTONIO C.

    GOQUIOLAY and THE PARTNERSHIP "TAN SIN AN and


    ANTONIO C. GOQUIOLAY, plaintiffs-appellants,
    vs.
    WASHINGTON Z. SYCIP, ET AL

    G.R. No. L-11840 July 26, 1960

    FACTS:

    Tan Sin An and Antonio Goquiolay formed "Tan Sin an and Antonio C.
    Goquiolay” partnership for the purpose of dealing in real estate, wth Tan Sin An
    as the sole manager of the partnership affairs as stipulated. Also, they have
    agreed that upon the death of any partner, the partnership shall continue with
    the heir of the deceased partner as representatives of the latter.

    Before Tan Sin An died, the partnership purchased a total of 49 lots,


    assuming mortgage obligations to Sing Yee and Yutivo and Co. Kong Chai Pin, wife
    of Tan Sin An, filed a petition before the court to sell all 49 parcels of land, the
    proceeds of which is for payment of obligations to Yutivo and Sing Yee. The same
    was granted and the sale was effected.

    ISSUES:

    1) WoN Kong Chai Pin became the managing partner upon her husband’s
    death
    2) WoN Goquiolay’s consent was not necessary to the sale of the
    partnership properties

    RULING:

    1) Yes, consonant with the articles of co-partnership providing for the


    continuation of the firm notwithstanding the death of one of the
    partners, the heirs of the deceased, became individual partners with
    Goquiolay upon Tan Sin An’s demise. Widow Kong Chai Pin, by her
    affirmative actions, manifested her intent to be bound by the
    partnership agreement not only as a limited but as a general partner. By
    allowing her to retain control of the firm’s property from 1942-1949,
    Goquiolay estopped himself to deny her legal representation of the
    partnership, with power to bind it by proper contracts.

    2) No. Strangers dealing with a partnership have the right to assume, in


    the absence of restrictive clauses in the partnership agreement, that
    every general partner has power to bind the partnership, especially
    those acting with ostensible authority.

    Art 1695 of the Civil Code provides that all the partners shall be
    considered agents, and whatever any one of them may do
    individually shall bind the partnership, but each one may oppose any
    act of the others before it has become legally binding. Goquiolay
    made no opposition to the sale of the partnership realty, it appears
    that he only interposed his objections after the deed of conveyance
    was executed and approved by the probate court. His opposition
    came too late to be effective.

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