G.R. No.

L-24543 July 12, 1926

ROSA VILLA MONNA, plaintiff-appellee, vs. GUILLERMO GARCIA BOSQUE, ET AL., defendants.
GUILLERMO GARCIA BOSQUE, F. H. GOULETTE, and R. G. FRANCE, appellants.

Facts
It appears that prior to September 17, 1919, the plaintiff, Rosa Villa y Monna, viuda de E. Bota, was the owner of a printing
establishment and bookstore known as La Flor de Cataluna, Viuda de E. Bota, with the machinery, motors, bindery, type material furniture, and
stock appurtenant thereto. Upon the date stated, the plaintiff, then and now a resident of Barcelona, Spain, acting through Manuel Pirretas, as
attorney in fact, sold the establishment above-mentioned to the defendants Guillermo Garcia Bosque and Jose Pomar Ruiz, for the stipulated
sum of P55,000. By the contract of sale the deferred installments bear interest at the rate of 7 per centum per annum. In the same document
the defendants France and Goulette obligated themselves as solidary sureties with the principals Bosque and Ruiz. The first installment of
P15,000 was paid conformably to agreement.

In the year 1920, Manuel Pirretas y Monros, purported a partial substitution of agency, whereby he transferred to "the mercantile
entity Figueras Hermanos, or the person, or persons, having legal representation of the same," the powers that had been previously conferred
on Pirretas by the plaintiff. When the time came for the payment of the second installment and accrued interest due at the time, the purchasers
were unable to comply with their obligation, and after certain negotiations between said purchasers and one Alfredo Rocha, representative of
Figueras Hermanos, acting as attorney in fact for the plaintiff, an agreement was reached, whereby Figueras Hermanos accepted the payment
of P5,800 on November 10, 1920, and received for the balance five promissory notes payable, respectively, on December 1, 1920, January 1,
1921, February 1, 1921, March 1, 1921, and April 1, 1921.

By a document executed on April 21, 1922, the partnership appears to have conveyed all its assets to this corporation for the
purported consideration of P15,000, Meanwhile the unpaid balance of the second installment and interest were failing due without being paid.
Aggrieved, M. T. Figueras entered into the agreement to the answer of Bosque. It is then stipulated that France and Goulette shall be relieved
from all liability on their contract as sureties and that in lieu thereof the creditor, Doa Rosa Villa y Monna, accepts the Bota Printing Company,
Inc., as debtor to the extent of P20,000, which indebtedness was expressly assumed by it, and George Andrews as debtor to the extent of
P12,000, which he undertook to pay at the rate of P200 per month thereafter. To this contract the name of the partnership Guillermo Garcia
Bosque, S. en C., was affixed by Guillermo Garcia Bosque while the name of the Bota Printing Company, Inc., was signed by G. Andrews, the
latter also signing in his individual capacity. The name of the plaintiff was affixed by M.T. Figueras in the following style: "p.p. Rosa Villa, viuda
de E. Bota, M. T. Figueras, party of the second part."

Thus an action was instituted in the Court of First Instance of Manila by Rosa Villa y Monna, widow of Enrique Bota, for the purpose
of recovering from the defendants, Guillermo Garcia Bosque and Jose Romar Ruiz, as principals, and from the defendants R. G. France and F.
H. Goulette, as solidary sureties for said principals. Upon hearing the cause the trial judge gave judgment in favor of the plaintiff, requiring all of
the defendants, jointly and severally, to pay to the plaintiff. From this judgment, Guillermo Garcia Bosque, as principal, and R. G. France and
F.H. Goulette, as sureties, appealed.

Issue: WON the Plaintiff has a right of action against any of the defendants.

Ruling: YES

The partial substitution of agency purports to confer on Figueras Hermanos or the person or persons exercising legal representation
of the same all of the powers that had been conferred on Pirretas by the plaintiff in the original power of attorney. This original power of attorney
is not before us, but assuming, that this document contained a general power to Pirretas to sell the business known as La Flor de
Catalua upon conditions to be fixed by him and power to collect money due to the plaintiff upon any account, with a further power of
substitution, yet it is obvious upon the face of the act of substitution that the sole purpose was to authorize Figueras Hermanos to collect the
balance due to the plaintiff upon the price of La Flor de Catalua, the sale of which had already been affected by Pirretas. There is nothing here
that can be construed to authorize Figueras Hermanos to discharge any of the debtors without payment or to novate the contract by which their
obligation was created. On the contrary the terms of the substitution shows the limited extent of the power.

A further noteworthy feature of the contract Exhibit 1 has reference to the personality of the purported attorney in fact and the
manner in which the contract was signed. Under the Exhibit B the substituted authority should be exercised by the mercantile entity Figueras
Hermanos or the person duly authorized to represent the same. In the actual execution of Exhibit 1, M. T. Figueras intervenes as purpoted
attorney in fact without anything whatever to show that he is in fact the legal representative of Figueras Hermanos or that he is there acting in
such capacity. The act of substitution conferred no authority whatever on M. T. Figueras as an individual. Figueras had no authority to execute
the contract of release and novation in the manner attempted and apart from this, it is shown that in releasing the sureties Figueras acted
contrary to instructions.
As a result of our examination of the case we find no error in the record prejudicial to any of the appellants, and the judgment appealed from
will be affirmed, So ordered, with costs against the appellants.

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