Republic of the Philippines SUPREME COURT Manila THIRD DIVISION

%ana#er of his /inondo office, to enter into the :uestioned transactions ith private respondent and 7ilian Tan. Petitioner denied an$ involve%ent in the transaction entered into b$ Tiu Hu$ Tiac and refused to pa$ private respondent the a%ount correspondin# to the sellin# price of the sub=ect %erchandise. 7eft ith no recourse, private respondent filed an action a#ainst petitioner for the collection of P&'(,)*(.+, representin# the price of the %erchandise. "fter due hearin#, the trial court dis%issed the co%plaint a#ainst petitioner for lac3 of %erit. On appeal, ho ever, the decision of the trial court as %odified, but as in effect reversed b$ the !ourt of "ppeals, the dispositive portion of hich reads>H?R?4OR?, the decision appealed fro% is MODI4I?D in that defendant@appellant .ue !uison is hereb$ ordered to pa$ plaintiff@ appellant Valiant Invest%ent "ssociates the su% of P&'(,)*(.+, ith 5&A interest fro% the filin# of the co%plaint until the a%ount is full$ paid, plus the su% of (A of the total a%ount due as attorne$8s fees, and to pa$ the costs. In all other respects, the decision appealed fro% is affir%ed. ; Rollo, p. 66< In this petition, petitioner contends thatTH? HONOR"/7? !O9RT ?RR?D IN 4INDINB TI9 H9C TI"! "B?NT O4 D?4?ND"NT@"PP?77"NT !ONTR"RC TO TH? 9NDISP9T?DD?ST"/7ISH?D 4"!TS "ND !IR!9MST"N!?S. TH? HONOR"/7? !O9RT ?RR?D IN 4INDINB D?4?ND"NT@ "PP?77"NT 7I"/7? 4OR "N O/7IB"TION 9NDISP9T?D7C /?7ONBINB TO TI9 H9C TI"!. TH? HONOR"/7? !O9RT ?RR?D IN R?V?RSINB TH? >?77@4O9ND?D D?!ISION O4 TH? TRI"7 !O9RT, ;Rollo, p, 5'< The issue here is reall$ :uite si%ple E hether or not Tiu Hu$ Tiac possessed the re:uired authorit$ fro% petitioner sufficient to hold the latter liable for the disputed transaction. This petition ou#ht to have been denied outri#ht, forin the final anal$sis, it raises a factual issue. It is ele%entar$ that in petitions for revie under Rule )6, this !ourt onl$ passes upon :uestions of la . "n e2ception thereto occurs here the findin#s of fact of the !ourt of "ppeals are at variance ith the trial court, in hich case the !ourt revie s the evidence in order to arrive at the correct findin#s based on the records. "s to the %erits of the case, it is a ell@established rule that one ho clothes another ith apparent authorit$ as his a#ent and holds hi% out to the public as such cannot be per%itted to den$ the authorit$ of such person to act as his a#ent, to the pre=udice of innocent third parties dealin# ith such person in #ood faith and in the honest belief that he is hat he appears to be ;Mac3e, et al, v. !a%ps, ( Phil. 66+ ;5',(FG Philippine National /an3. v !ourt of "ppeals, ') S!R" +6( H5'('F<. 4ro% the facts and the evidence on record, there is no doubt that this rule obtains. The petition %ust therefore fail.

G.R. No. 88539 October 26, 1993 KUE CUISON, doi ! b"#i e## " der t$e %ir& '&e ' d #t()e*KUE CUISON P+PER SUPP,-,* petitioner, vs. T.E COURT O/ +PPE+,S, 0+,I+NT IN0ESTMENT +SSOCI+TES, respondents. Leighton R. Siazon for petitioner. Melanio L. Zoreta for private respondent.

1I2IN, J.: This petition for revie assails the decision of the respondent !ourt of "ppeals orderin# petitioner to pa$ private respondent, a%on# others, the su% of P&'(,)*&.+, ith interest. Said decision reversed the appealed decision of the trial court rendered in favor of petitioner. The case involves an action for a su% of %one$ filed b$ respondent a#ainst petitioner anchored on the follo in# antecedent factsPetitioner .ue !uison is a sole proprietorship en#a#ed in the purchase and sale of ne sprint, bond paper and scrap, ith places of business at /aesa, 0ue1on !it$, and Sto. !risto, /inondo, Manila. Private respondent Valiant Invest%ent "ssociates, on the other hand, is a partnership dul$ or#ani1ed and e2istin# under the la s of the Philippines ith business address at .aloo3an !it$. 4ro% Dece%ber ), 5'(' to 4ebruar$ 56, 5'*,, private respondent delivered various 3inds of paper products a%ountin# to P&'(,)*(.+, to a certain 7ilian Tan of 7T Tradin#. The deliveries ere %ade b$ respondent pursuant to orders alle#edl$ placed b$ Tiu Hu$ Tiac ho as then e%plo$ed in the /inondo office of petitioner. It as li3e ise pursuant to Tiac8s instructions that the %erchandise as delivered to 7ilian Tan. 9pon deliver$, 7ilian Tan paid for the %erchandise b$ issuin# several chec3s pa$able to cash at the specific re:uest of Tiu Hu$ Tiac. In turn, Tiac issued nine ;'< postdated chec3s to private respondent as pa$%ent for the paper products. 9nfortunatel$, sad chec3s ere later dishonored b$ the dra ee ban3. Thereafter, private respondent %ade several de%ands upon petitioner to pa$ for the %erchandise in :uestion, clai%in# that Tiu Hu$ Tiac as dul$ authori1ed b$ petitioner as the

It is evident fro% the records that b$ his o n acts and ad%ission, petitioner held out Tiu Hu$ Tiac to the public as the %ana#er of his store in Sto. !risto, /inondo, Manila. More particularl$, petitioner e2plicitl$ introduced Tiu Hu$ Tiac to /ernardino Villanueva, respondent8s %ana#er, as his ;petitioner8s< branch %ana#er as testified to b$ /ernardino Villanueva. Secondl$, 7ilian Tan, ho has been doin# business ith petitioner for :uite a hile, also testified that she 3ne Tiu Hu$ Tiac to be the %ana#er of petitioner8s Sto. !risto, /inondo branch. This #eneral perception of Tiu Hu$ Tiac as the %ana#er of petitioner8s Sto. !risto store is even %ade %anifest b$ the fact that Tiu Hu$ Tiac is 3no n in the co%%unit$ to be the I3ina3apatidI ;#odbrother< of petitioner. In fact, even petitioner ad%itted his close relationship ith Tiu Hu$ Tiac hen he said that the$ are Ili3e brothersI ; Rollo, p. 6)<. There as thus no reason for an$bod$ especiall$ those transactin# business ith petitioner to even doubt the authorit$ of Tiu Hu$ Tiac as his %ana#er in the Sto. !risto /inondo branch. In a futile atte%pt to discredit Villanueva, petitioner alle#es that the for%er8s testi%on$ is clearl$ self@servin# inas%uch as Villanueva or3ed for private respondent as its %ana#er. >e disa#ree, The ar#u%ent that Villanueva8s testi%on$ is self@servin# and therefore inad%issible on the la%e e2cuse of his e%plo$%ent ith private respondent utterl$ %isconstrues the nature of I8self@servin# evidenceI and the specific #round for its e2clusion. "s pointed out b$ this !ourt in Co v. Court of Appeals et, al., ;'' S!R" +&5 H5'*,F<Self@servin# evidence is evidence %ade b$ a part$ out of court at one ti%eG it does not include a party's testimony as a itness in court. It is e2cluded on the sa%e #round as an$ hearsa$ evidence, that is the lac3 of opportunit$ for cross@e2a%ination b$ the adverse part$, and on the consideration that its ad%ission ould open the door to fraud and to fabrication of testi%on$. On theother hand, a part$8s testi%on$ in court is s orn and affords the other part$ the opportunit$ for cross@e2a%ination ;e%phasis supplied< Petitioner cites Villanueva8s failure, despite his co%%it%ent to do so on cross@e2a%ination, to produce the ver$ first invoice of the transaction bet een petitioner and private respondent as another #round to discredit Villanueva8s testi%on$. Such failure, proves that Villanueva as not onl$ bluffin# hen he pretended that he can produce the invoice, but that Villanueva as li3e ise prevaricatin# hen he insisted that such prior transactions actuall$ too3 place. Petitioner is %ista3en. In fact, it as petitioner8s counsel hi%self ho ithdre the reservation to have Villanueva produce the docu%ent in court. "s aptl$ observed b$ the !ourt of "ppeals in its decision. . . Ho ever, durin# the hearin# on March +, 5'*5, Villanueva failed to present the docu%ent adverted to because defendant@appellant8s counsel ithdre his reservation to have the for%er ;Villanueva< produce the docu%ent or invoice, thus pro%ptin# plaintiff@appellant to rest its case that sa%e da$ ;t.s.n., pp. +'@),, Sess. of March +, 5'*5<. No , defendant@ appellant assails the credibilit$ of Villanueva for havin# alle#edl$ failed to produce even one sin#le docu%ent to sho that plaintiff@appellant have had transactions before, hen in fact said failure of Villanueva to produce said docu%ent is a direct off@shoot of the action of defendant@appellant8s counsel ho ithdre his reservation for the production of the docu%ent

or invoice and hich led plaintiff@appellant to rest its case that ver$ da$. ;Rollo, p.6&< In the sa%e %anner, petitioner assails the credibilit$ of 7ilian Tan b$ alle#in# that Tan as part of an intricate plot to defraud hi%. Ho ever, petitioner failed to substantiate or prove that the sub=ect transaction as desi#ned to defraud hi%. Ironicall$, it as even the testi%on$ of petitioner8s dau#hter and assistant %ana#er I%elda .ue !uison hich confir%ed the credibilit$ of Tan as a itness. On the itness stand, I%elda testified that she 3ne for a fact that prior to the transaction in :uestion, Tan re#ularl$ transacted business ith her father ;petitioner herein<, thereb$ corroboratin# Tan8s testi%on$ to the sa%e effect. "s correctl$ found b$ the respondent court, there as no lo#ical e2planation for Tan to i%pute liabilit$ upon petitioner. Rather, the testi%on$ of I%elda .ue !uison onl$ served to add credence to Tan8s testi%on$ as re#ards the transaction, the liabilit$ for hich petitioner ishes to be absolved. /ut of even #reater ei#ht than an$ of these testi%onies, is petitioner8s cate#orical ad%ission on the itness stand that Tiu Hu$ Tiac as the %ana#er of his store in Sto. !risto, /inondo, to it!ourt222 222 222 0 "nd ho as %ana#in# the store in Sto. !ristoJ " "t first it as Mr. "n#, then later Mr. Tiu Hu$ Tiac but I cannot re%e%ber the e2act $ear. 0 So, Mr. Tiu Hu$ Tiac too3 over the %ana#e%ent,. " Not that as because ever$ afternoon, I as there, sir. 0 /ut in the %ornin#, ho ta3es char#eJ " !iu "uy !iac ta#es charge of management and if there ;sic< orders for ne sprint or bond papers the$ are al a$s referred to the co%pound in /aesa, sir. ;t.s.n., p. 5K, Session of Lanuar$ &,, 5'*5, !" decision, Rollo, p. 6,, e%phasis supplied<. Such ad%ission, spontaneous no doubt, and standin# alone, is sufficient to ne#ate all the denials %ade b$ petitioner re#ardin# the capacit$ of Tiu Hu$ Tiac to enter into the transaction in :uestion. 4urther%ore, consistent ith and as an obvious indication of the fact that Tiu Hu$ Tiac as the %ana#er of the Sto. !risto branch, three ;+< %onths after Tiu Hu$ Tiac left petitioner8s e%plo$, petitioner even sent, co%%unications to its custo%ers notif$in# the% that Tiu Hu$ Tiac is no lon#er connected ith petitioner8s business. Such underta3in# spo3e un%ista3enl$ of Tiu Hu$ Tiac8s valuable position as petitioner8s %ana#er than an$ uttered

disclai%er. More than an$thin# else, this act ta3en to#ether ith the declaration of petitioner in open court a%ount to ad%issions under Rule 5+, Section && of the Rules of !ourt, to it IThe act, declaration or o%ission of a part$ as to a relevant fact %a$ be #iven in evidence a#ainst hi%.I 4or ell@settled is the rule that Ia %an8s acts, conduct, and declaration, herever %ade, if voluntar$, are ad%issible a#ainst hi%, for the reason that it is fair to presu%e that the$ correspond ith the truth, and it is his fault if the$ do not. If a %an8s e2tra=udicial ad%issions are ad%issible a#ainst hi%, there see%s to be no reason h$ his ad%issions %ade in open court, under oath, should not be accepted a#ainst hi%.I ;9.S. vs. !hin# Po, &+ Phil. 6(*, 6*+ H5'5&FG<. Moreover, petitioner8s une2plained dela$ in diso nin# the transactions entered into b$ Tiu Hu$ Tiac despite several atte%pts %ade b$ respondent to collect the a%ount fro% hi%, proved all the %ore that petitioner as a are of the :uestioned co%%ission as tanta%ount to an ad%ission b$ silence under Rule 5+, Section &+ of the Rules of !ourt, thus- I"n$ act or declaration %ade in the presence of and ithin the observation of a part$ ho does or sa$s nothin# hen the act or declaration is such as naturall$ to call for action or co%%ent if not true, %a$ be #iven in evidence a#ainst hi%.I "ll of these point to the fact that at the ti%e of the transaction Tiu Hu$ Tiac as ad%ittedl$ the %ana#er of petitioner8s store in Sto. !risto, /inondo. !onse:uentl$, the transaction in :uestion as ell as the conco%itant obli#ation is valid and bindin# upon petitioner. /$ his representations, petitioner is no estopped fro% disclai%in# liabilit$ for the transaction entered b$ Tiu Hu$ Tiac on his behalf. It %atters not hether the representations are intentional or %erel$ ne#li#ent so lon# as innocent, third persons relied upon such representations in #ood faith and for value "s held in the case of Manila Remnant Co. $nc. v. Court of Appeals, ;5'5 S!R" K&& H5'',F<More in point, e find that b$ the principle of estoppel, Manila Re%nant is dee%ed to have allo ed its a#ent to act as thou#h it had plenar$ po ers. "rticle 5'55 of the !ivil !ode providesI?ven hen the a#ent has e2ceeded his authorit$, the principal issolidaril$ liable ith the a#ent if the for%er allo ed the latter to act as thou#h he had full po ers.I ;?%phasis supplied<. The above@:uoted article is ne . It is intended to protect the ri#hts of innocent persons. In such a situation, both the principal and the a#ent %a$ be considered as =oint tortfeasors hose liabilit$ is =oint and solidar$. "uthorit$ b$ estoppel has arisen in the instant case because b$ its ne#li#ence, the principal, Manila Re%nant, has per%itted its a#ent, ".9. Valencia and !o., to e2ercise po ers not #ranted to it. That the principal %i#ht not have had actual 3no led#e of thea#ent8s %isdeed is of no %o%ent. Tiu Hu$ Tiac, therefore, b$ petitioner8s o n representations and %anifestations, beca%e an a#ent of petitioner b$ estoppel, an ad%ission or representation is rendered conclusive upon the

person %a3in# it, and cannot be denied or disproved as a#ainst the person rel$in# thereon ;"rticle 5)+5, !ivil !ode of the Philippines<. " part$ cannot be allo ed to #o bac3 on his o n acts and representations to the pre=udice of the other part$ ho, in #ood faith, relied upon the% ;Philippine National /an3 v. Inter%ediate "ppellate !ourt, et al., 5*' S!R" K*, H5'',F<. Ta3en in this li#ht,. petitioner is liable for the transaction entered into b$ Tiu Hu$ Tiac on his behalf. Thus, even hen the a#ent has e2ceeded his authorit$, the principal is solidaril$ liable ith the a#ent if the for%er allo ed the latter to fact as thou#h he had full po ers ;"rticle 5'55 !ivil !ode<, as in the case at bar. 4inall$, althou#h it %a$ appear that Tiu Hu$ Tiac defrauded his principal ;petitioner< in not turnin# over the proceeds of the transaction to the latter, such fact cannot in an$ a$ relieve nor e2onerate petitioner of his liabilit$ to private respondent. 4or it is an e:uitable %a2i% that as bet een t o innocent parties, the one ho %ade it possible for the ron# to be done should be the one to bear the resultin# loss ;4rancisco vs. Bovern%ent Service Insurance S$ste%, ( S!R" 6(( H5'K+F<. Inas%uch as the funda%ental issue of the capacit$ or incapacit$ of the purported a#ent Tiu Hu$ Tiac, has alread$ been resolved, the !ourt dee%s it unnecessar$ to resolve the other peripheral issues raised b$ petitioner. >H?R?4OR?, the instant petition in hereb$ D?NI?D for lac3 of %erit. !osts a#ainst petitioner. SO ORD?R?D. %eliciano, Romero, Melo and &itug, ''., concur.