Ayala Investments vs CA GR No. 118305, February 12, 1998 FACTS: Philippine Blooming Mills (PBM) obtained P50,300,000.

00 loan from petitioner Aya la Investment and Development Corporation (AIDC). Respondent Alfredo Ching, EVP of PBM, executed security agreements on December 1980 and March 1981 making him jointly and severally answerable with PBM s indebtedness to AIDC. PBM failed to pa y the loan hence filing of complaint against PBM and Ching. The RTC rendered ju dgment ordering PBM and Ching to jointly and severally pay AIDC the principal am ount with interests. Pending the appeal of the judgment, RTC issued writ of exe cution. Thereafter, Magsajo, appointed deputy sheriff, caused the issuance and service upon respondent spouses of the notice of sheriff sale on 3 of their conj ugal properties on May 1982. Respondent spouses filed injunction against petiti oners on the ground that subject loan did not redound to the benefit of the said conjugal partnership. CA issued a TRP enjoining lower court from enforcing its order paving way for the scheduled auction sale of respondent spouses conjugal properties. A certificate of sale was issued to AIDC, being the only bidder and was registered on July 1982. ISSUE: Whether or not the debts and obligations contracted by the husband alone is considered for the benefit of the conjugal partnership and is it chargeable. HELD: The loan procured from AIDC was for the advancement and benefit of PBM and not f or the benefit of the conjugal partnership of Ching. Furthermore, AIDC failed t o prove that Ching contracted the debt for the benefit of the conjugal partnersh ip of gains. PBM has a personality distinct and separate from the family of Chi ng despite the fact that they happened to be stockholders of said corporate enti ty. Clearly, the debt was a corporate debt and right of recourse to Ching as su rety is only to the extent of his corporate stockholdings. Based from the foregoing jurisprudential rulings of the court, if the money or serv ices are given to another person or entity, and the husband acted only as a sure ty orguarantor, that contract cannot, by itself, alone be categorized as falling within the context of obligations for the benefit of the conjugal partnership . Th e contract of loan or services is clearly for the benefit of the principal debto r and not for the surety or his family. Ching only signed as a surety for the l oan contracted with AIDC in behalf of PBM. Signing as a surety is certainly not an exercise of an industry or profession, it is not embarking in a business. H ence, the conjugal partnership should not be made liable for the surety agreemen t which was clearly for the benefit of PBM. The court did not support the contention of the petitioner that a benefit for th e family may have resulted when the guarantee was in favor of Ching s employment (pr olonged tenure, appreciation of shares of stocks, prestige enhanced) since the b enefits contemplated in Art. 161 of the Civil Code must be one directly resultin g from the loan. It must not be a mere by product or a spin off of the loan its elf.