Negotiable Instruments Case Digest: Bataan Cigar V.

CA (1994) full case research

Lessons Applicable: Rights of a holder (Negotiable Instruments Law)

FACTS:

 Bataan Cigar & Cigarette Factory, Inc. (BCCFI), a corporation involved in the manufacturing of cigarettes purchased from
King Tim Pua George (George King) 2,000 bales of tobacco leaf to be delivered starting October 1978.
 July 13, 1978: it issued crossed checks post dated sometime in March 1979 in the total amount of P820K
 George represented that he would complete delivery w/in 3 months from Dec 5 1978 so BCCFI agreed to purchase additional
2,500 bales of tobacco leaves, despite the previous failure in delivery
 It issued post dated crossed checks in the total amount of P1.1M payable sometime in September 1979.
 July 19, 1978: George sold to SIHI at a discount check amounting to P164K, post dated March 31, 1979, drawn by BCCFI
w/ George as payee.
 December 19 and 26, 1978: George sold 2 checks both in the amount of P100K, post dated September 15 & 30, 1979
respectively, drawn by BCCFI w/ George as payee
 Upon failure to deliver, BCCFI issued on March 30, 1979 and September 14 & 28, 1979 a stop payment order for all checks
 SIHI failing to claim, filed a claim against BCCFI
 RTC: SIHI = holder in due course. Non-inclusion of Gearoge as party is immaterial to the case
ISSUE: W/N SIHI is a holder in due course beign a second indorser and a holder of crossed checks

HELD: YES. GRANTED. RTC reversed.

 Sec. 52
1. That it is complete and regular upon its face
2. That he became the holder of it before it was overdue, and without notice that it had been previously dishonored, if such
was the fact
3. That he took it in good faith and for value
4. That at the time it was negotiated to him he had no notice of any infirmity in the instrument or defect in the title of the
person negotiating it
 Sec. 59
 every holder is deemed prima facie a holder in due course
 However, when it is shown that the title of any person who has negotiated the instrument was defective, the burden is on the
holder to prove that he or some person under whom he claims, acquired the title as holder in due course.
 effect of crossing of a check

1. check may not be encashed but only deposited in the bank

 crossing of checks should put the holder on inquiry and upon him devolves the duty to ascertain the indorser's title to the
check or the nature of his possession - failure = guilty of gross negligence amounting to legal absence of good faith, contrary
to Sec. 52(c) of the Negotiable Instruments Law
 SIHI is not a holder in due course. Consequently, BCCFI cannot be obliged to pay the checks. However, that SIHI could not
recover from the checks. The only disadvantage of a holder who is not a holder in due course is that the instrument is subject
to defenses as if it were non-negotiable. Hence, SIHI can collect from the immediate indorser, George
XXXXXXXXXX

[G.R. No. 93048. March 3, 1994.]

BATAAN CIGAR AND CIGARETTE FACTORY, INC., Petitioner, v. THE COURT OF APPEALS and STATE INVESTMENT
HOUSE, INC., Respondents.

SYLLABUS

1. COMMERCIAL LAW; NEGOTIABLE INSTRUMENTS LAW; HOLDER IN DUE COURSE; REQUISITES. — The Negotiable
Instruments Law states what constitutes a holder in due course, thus: "Sec. 52 - A holder in due course is a holder who has
taken the instrument under the following conditions: (a) That it is complete and regular upon its face; (b) That he became the
holder of it before it was overdue, and without notice that it had been previously dishonored, if such was the fact; (c) That he
took it in good faith and for value; (d) That at the time it was negotiated to him he had no notice of any infirmity in the
instrument or defect in the title of the person negotiating it."cralaw vi rtua1aw lib rary

2. ID.; ID.; EVERY HOLDER DEEMED PRIMA FACIE HOLDER IN DUE COURSE. — Section 59 of the NIL further states that every
holder is deemed prima facie a holder in due course. However, when it is shown that the title of any person who has negotiated
the instrument was defective, the burden is on the holder to prove that he or some person under whom he claims, acquired
the title as holder in due course.

3. ID.; ID.; CHECK; DEFINED. — A check is defined by law as a bill of exchange drawn on a bank payable on demand.

4. ID.; ID.; ID.; CROSSED CHECK; KINDS. — Crossed check is one where two parallel lines are drawn across its face or across
a corner thereof. It may crossed generally or specially. A check is crossed specially when the name of a particular banker or a
company is written between the parallel lines drawn. It is crossed generally when only the words "and company" are written
or nothing is written at all between the parallel lines. It may be issued so that presentment can be made only by a bank.
Veritably the Negotiable Instruments Law (NIL) does not mention "crossed checks," although Article 541 of the Code of
Commerce refers to such instruments.

5. ID.; ID.; ID.; NEGOTIABILITY NOT AFFECTED BY ITS BEING CROSSED. — According to commentators, the negotiability of
a check is not affected by its being crossed, whether specially or generally. It may legally be negotiated from one person to
another as long as the one who encashes the check with the drawee bank is another bank, or if it is especially crossed, by the
bank mentioned between the parallel lines. This is specially true in England where the Negotiable Instrument Law originated.

6. ID.; ID.; ID.; EFFECTS OF CROSSING A CHECK. — Crossing of a check should have the following effects: (a) the check may
not be encashed but only deposited in the bank; (b) the check may be negotiated only once — to one who has an account with
a bank; (c) and the act of crossing the check serves as warning to the holder that the check has been issued for a definite
purpose so that he must inquire if he has received the check pursuant to that purpose, otherwise, he is not a holder in due
course.

7. ID.; ID.; ID.; CROSSING OF CHECK SHOULD PUT HOLDER ON INQUIRY; EFFECT OF OMISSION THEREOF. — It is then
settled that crossing of checks should put the holder on inquiry and upon him devolves the duty to ascertain the indorser’s title
to the check or the nature of his possession. Failing in this respect, the holder is declared guilty of gross negligence amounting
to legal absence of good faith, contrary to Sec. 52(c) of the Negotiable Instruments Law, and as such the consensus of authority
is to the effect that the holder of the check is not a holder in due course.

8. ID.; ID.; ID.; ID.; ID.; DRAWER NOT OBLIGED TO PAY CHECKS; CASE AT BAR. — In the present case, BCCFI’s defense in
stopping payment is as good to SIHI as it is to George King. Because, really, the checks were issued with the intention that
George King would supply BCCFI with the bales of tobacco leaf. There being failure of consideration, SIHI is not a holder in due
course. Consequently, BCCFI cannot be obliged to pay the checks.

9. ID.; ID.; ID.; ID.; ID.; ID.; HOLDER CAN STILL COLLECT FROM IMMEDIATE INDORSER. — The foregoing does not mean,
however, that respondent could not recover from the checks. The only disadvantage of a holder who is not a holder in due
course is that the instrument is subject to defenses as if it were non-negotiable. Hence, respondent can collect from the
immediate indorser, in this case, George King.

DECISION

NOCON, J.:

For our review is the decision of the Court of Appeals in the case entitled "State Investment House, Inc. v. Bataan Cigar &
Cigarette Factory Inc.," 1 affirming the decision of the Regional Trial Court 2 in a complaint filed by the State Investment
House, Inc. (hereinafter referred to as SIHI) for collection on three unpaid checks issued by Bataan Cigar & Cigarette Factory,
Inc. (hereinafter referred to as BCCFI). The foregoing decisions unanimously ruled in favor of SIHI, the private respondent in
this case.

Emanating from the records are the following facts. Petitioner, Bataan Cigar & Cigarette Factory, Inc. (BCCFI), a corporation
involved in the manufacturing of cigarettes, engaged one of its suppliers, King Tim Pua George (herein after referred to as
George King), to deliver 2,000 bales of tobacco leaf starting October 1978. In consideration thereof, BCCFI, on July 13, 1978
issued crossed checks post dated sometime in March 1979 in the total amount of P820,000.00. 3

Relying on the supplier’s representation that he would complete delivery within three months from December 5, 1978, petitioner
agreed to purchase additional 2,500 bales of tobacco leaves, despite the supplier’s failure to deliver in accordance with their
earlier agreement. Again petitioner issued postdated crossed checks in the total amount of P1,100,000.00, payable sometime
in September 1979. 4

During these times, George King was simultaneously dealing with private respondent SIHI. On July 19, 1978, he sold at a
discount check TCBT 551826 5 bearing an amount of P164,000.00, post dated March 31, 1979, drawn by petitioner, naming
George King as payee to SIHI. On December 19 and 26, 1978, he again sold to respondent checks TCBT Nos. 608967 &
608968, 6 both in the amount of P100,000.00, post dated September 15 & 30, 1979 respectively, drawn by petitioner in favor
of George King.

In as much as George King failed to deliver the bales of tobacco leaf as agreed despite petitioner’s demand, BCCFI issued on
March 30, 1979, a stop payment order on all checks payable to George King, including check TCBT 551826. Subsequently,
stop payment was also ordered on checks TCBT Nos. 608967 & 608968 on September 14 & 28, 1979, respectively, due to
George King’s failure to deliver the tobacco leaves. chanrob lesvi rtualaw lib rary

Efforts of SIHI to collect from BCCFI having failed, it instituted the present case, naming only BCCFI as party defendant. The
trial court pronounced SIHI as having a valid claim being a holder in due course. It further said that the non-inclusion of King
Tim Pua George as party defendant is immaterial in this case, since he, as payee, is not an indispensable party.

The main issue then is whether SIHI, a second indorser, a holder of crossed checks, is a holder in due course, to be able to
collect from the drawer, BCCFI.

The Negotiable Instruments Law states what constitutes a holder in due course, thus: jgc:chan robles. com.ph

"Sec. 52 — A holder in due course is a holder who has taken the instrument under the following conditions: cha nrob 1es v irt ual 1aw li bra ry

(a) That it is complete and regular upon its face;

(b) That he became the holder of it before it was overdue, and without notice that it had been previously dishonored, if such
was the fact;

(c) That he took it in good faith and for value;

(d) That at the time it was negotiated to him he had no notice of any infirmity in the instrument or defect in the title of the
person negotiating it." cralaw virtua1aw libra ry

Section 59 of the NIL further states that every holder is deemed prima facie a holder in due course. However, when it is shown
that the title of any person who has negotiated the instrument was defective, the burden is on the holder to prove that he or
some person under whom he claims, acquired the title as holder in due course.

The facts in this present case are on all fours to the case of State Investment House, Inc. (the very respondent in this case) v.
Intermediate Appellate Court 7 wherein we made a discourse on the effects of crossing of checks.

As a preliminary, a check is defined by law as a bill of exchange drawn on a bank payable on demand. 8 There are a variety of
checks, the more popular of which are the memorandum check, cashier’s check, traveler’s check and crossed check. Crossed
check is one where two parallel lines are drawn across its face or across a corner thereof. It may be crossed generally or
specially.

A check is crossed specially when the name of a particular banker or a company is written between the parallel lines drawn. It
is crossed generally when only the words "and company" are written or nothing is written at all between the parallel lines. It
may be issued so that presentment can be made only by a bank. Veritably the Negotiable Instruments Law (NIL) does not
mention "crossed checks," although Article 541 9 of the Code of Commerce refers to such instruments.

According to commentators, the negotiability of a check is not affected by its being crossed, whether specially or generally. It
may legally be negotiated from one person to another as long as the one who encashes the check with the drawee bank is
another bank, or if it is specially crossed, by the bank mentioned between the parallel lines. 10 This is specially true in England
where the Negotiable Instrument Law originated.

In the Philippine business setting, however, we used to be beset with bouncing checks, forging of checks, and so forth that
banks have become quite guarded in encashing checks, particularly those which name a specific payee. Unless one is a valued
client, a bank will not even accept second indorsements on checks. chanrob lesvi rtualaw lib rary

In order to preserve the credit worthiness of checks, jurisprudence has pronounced that crossing of a check should have the
following effects: (a) the check may not be encashed but only deposited in the bank; (b) the check may be negotiated only
once — to one who has an account with a bank; (c) and the act of crossing the check serves as warning to the holder that the
check has been issued for a definite purpose so that he must inquire if he has received the check pursuant to that purpose,
otherwise, he is not a holder in due course. 11

The foregoing was adopted in the case of SIHI v. IAC, supra. In that case, New Sikatuna Wood Industries, Inc. also sold at a
discount to SIHI three postdated crossed checks, issued by Anita Peña Chua naming as payee New Sikatuna Wood Industries,
Inc. Ruling that SIHI was not a holder in due course, we then said: jgc:c hanrobles. com.ph

"The three checks in the case at bar had been crossed generally and issued payable to New Sikatuna Wood Industries, Inc.
which could only mean that the drawer had intended the same for deposit only by the rightful person, i.e. the payee named
therein. Apparently, it was not the payee who presented the same for payment and therefore, there was no proper presentment,
and the liability did not attach to the drawer. Thus, in the absence of due presentment, the drawer did not become liable.
Consequently, no right of recourse is available to petitioner (SIHI) against the drawer of the subject checks, private respondent
wife (Anita), considering that petitioner is not the proper party authorized to make presentment of the checks in question.

x x x
"That the subject checks had been issued subject to the condition that private respondents (Anita and her husband) on due
date would make the back up deposit for said checks but which condition apparently was not made, thus resulting in the non-
consummation of the loan intended to be granted by private respondents to New Sikatuna Wood Industries, Inc., constitutes
a good defense against petitioner who is not a holder in due course." 12

It is then settled that crossing of checks should put the holder on inquiry and upon him devolves the duty to ascertain the
indorser’s title to the check or the nature of his possession. Failing in this respect, the holder is declared guilty of gross
negligence amounting to legal absence of good faith, contrary to Sec. 52(c) of the Negotiable Instruments Law, 13 and as such
the consensus of authority is to the effect that the holder of the check is not a holder in due course. chanroble s virtual lawli bra ry

In the present case, BCCFI’s defense in stopping payment is as good to SIHI as it is to George King. Because, really, the checks
were issued with the intention that George King would supply BCCFI with the bales of tobacco leaf. There being failure of
consideration, SIHI is not a holder in due course. Consequently, BCCFI cannot be obliged to pay the checks.

The foregoing does not mean, however, that respondent could not recover from the checks. The only disadvantage of a holder
who is not a holder in due course is that the instrument is subject to defenses as if it were non-negotiable. 14 Hence, respondent
can collect from the immediate indorser, in this case, George King.

WHEREFORE, finding that the court a quo erred in the application of law, the instant petition is hereby GRANTED. The decision
of the Regional Trial Court as affirmed by the Court of Appeals is hereby REVERSED. Cost against private Respondent. chanrob les vi rtua l lawlib ra ry

SO ORDERED.