Yam v. Court of Appeals

YAM

VS.

COURT OF APPEALS

G.R. No. 104726

FACTS OF THE CASE

Petitioners obtained a second IGLF loan of P300, 000.00 evidenced by two promissory notes, dated July 3, 1981 and September 30, 1981.  For this purpose, a new loan agreement was entered into by the parties containing identical provisions as the first one, except as to the annual interest which was increased to 14% and the service charge which was reduced to 1% per annum. The deed of chattel mortgage was amended correspondingly.

By April 2, 1985, petitioners had paid their first loan of P500, 000.00. On November 4, 1985, private respondent was placed under receivership by the Central Bank and Ricardo Lirio and Cristina Destajo were appointed as receiver and in-house examiner, respectively.

On May 17, 1986, petitioners made a partial payment of P50, 000.00 on the second loan. They later wrote private respondent a letter, dated June 18, 1986, proposing to settle their obligation.  On July 2, 1986, private respondent, through its counsel, replied with a counter-offer, namely, that it would reduce the penalty charges up to P140, 000.00, provided petitioners can pay their obligation on or before July 30, 1986.

ISSUE

Can a corporation, placed under a receivership, condone the liabilities of its debtor?

RULING

The answer is to be in the negative.  It is to be noted that the alleged agreement to condone the amount in question was supposedly entered into by the parties sometime in July 1986, that is, after Respondent Corporation had been placed under receivership on November 4, 1985.  As held in Villanueva v. Court of Appeals: “the appointment of a receiver operates to suspend the authority of a [corporation] and of its directors and officers over its property and effects, such authority being reposed in the receiver.” Thus, private respondent Sobrepeñas had no authority to condone the debt.