Republic of the Philippines of a deceased partner, at least where such firm name has acquired the characteristics of a

SUPREME COURT "trade name." 3

Manila
3. The Canons of Professional Ethics are not transgressed by the continued use of the
EN BANC name of a deceased partner in the firm name of a law partnership because Canon 33 of
the Canons of Professional Ethics adopted by the American Bar Association declares
that:
July 30, 1979
têñ.£îhqwâ£

... The continued use of the name of a deceased or former partner

PETITION FOR AUTHORITY TO CONTINUE USE OF THE FIRM NAME "SYCIP,
when permissible by local custom, is not unethical but care should be
SALAZAR, FELICIANO, HERNANDEZ & CASTILLO." LUCIANO E. SALAZAR,
taken that no imposition or deception is practiced through this use. ... 4
FLORENTINO P. FELICIANO, BENILDO G. HERNANDEZ. GREGORIO R. CASTILLO.
ALBERTO P. SAN JUAN, JUAN C. REYES. JR., ANDRES G. GATMAITAN, JUSTINO
H. CACANINDIN, NOEL A. LAMAN, ETHELWOLDO E. FERNANDEZ, ANGELITO C. 4. There is no possibility of imposition or deception because the deaths of their respective
IMPERIO, EDUARDO R. CENIZA, TRISTAN A. CATINDIG, ANCHETA K. TAN, and deceased partners were well-publicized in all newspapers of general circulation for several
ALICE V. PESIGAN,petitioners. days; the stationeries now being used by them carry new letterheads indicating the years
when their respective deceased partners were connected with the firm; petitioners will
notify all leading national and international law directories of the fact of their respective
IN THE MATTER OF THE PETITION FOR AUTHORITY TO CONTINUE USE OF THE
deceased partners' deaths. 5
FIRM NAME "OZAETA, ROMULO, DE LEON, MABANTA & REYES." RICARDO J.
ROMULO, BENJAMIN M. DE LEON, ROMAN MABANTA, JR., JOSE MA, REYES,
JESUS S. J. SAYOC, EDUARDO DE LOS ANGELES, and JOSE F. 5. No local custom prohibits the continued use of a deceased partner's name in a
BUENAVENTURA, petitioners. professional firm's name; 6 there is no custom or usage in the Philippines, or at least in the
Greater Manila Area, which recognizes that the name of a law firm necessarily Identifies the
individual members of the firm. 7
RESOLUTION

6. The continued use of a deceased partner's name in the firm name of law partnerships
MELENCIO-HERRERA, J.: ñé+.£ª wph!1

has been consistently allowed by U.S. Courts and is an accepted practice in the legal
profession of most countries in the world. 8
Two separate Petitions were filed before this Court 1) by the surviving partners of Atty.
Alexander Sycip, who died on May 5, 1975, and 2) by the surviving partners of Atty. The question involved in these Petitions first came under consideration by this Court in
Herminio Ozaeta, who died on February 14, 1976, praying that they be allowed to continue 1953 when a law firm in Cebu (the Deen case) continued its practice of including in its firm
using, in the names of their firms, the names of partners who had passed away. In the name that of a deceased partner, C.D. Johnston. The matter was resolved with this Court
Court's Resolution of September 2, 1976, both Petitions were ordered consolidated. advising the firm to desist from including in their firm designation the name of C. D.
Johnston, who has long been dead."
Petitioners base their petitions on the following arguments:
The same issue was raised before this Court in 1958 as an incident in G. R. No. L-11964,
1. Under the law, a partnership is not prohibited from continuing its business under a firm entitled Register of Deeds of Manila vs. China Banking Corporation. The law firm of
name which includes the name of a deceased partner; in fact, Article 1840 of the Civil Perkins & Ponce Enrile moved to intervene as amicus curiae. Before acting thereon, the
Code explicitly sanctions the practice when it provides in the last paragraph that: têñ.£îhqw â£
Court, in a Resolution of April 15, 1957, stated that it "would like to be informed why the
name of Perkins is still being used although Atty. E. A. Perkins is already dead." In a
Manifestation dated May 21, 1957, the law firm of Perkins and Ponce Enrile, raising
The use by the person or partnership continuing the business of the
substantially the same arguments as those now being raised by petitioners, prayed that
partnership name, or the name of a deceased partner as part
the continued use of the firm name "Perkins & Ponce Enrile" be held proper.
thereof, shall not of itself make the individual property of the deceased
partner liable for any debts contracted by such person or partnership. 1
On June 16, 1958, this Court resolved: têñ.£îhqw â£

2. In regulating other professions, such as accountancy and engineering, the legislature

has authorized the adoption of firm names without any restriction as to the use, in such After carefully considering the reasons given by Attorneys Alfonso
firm name, of the name of a deceased partner; 2 the legislative authorization given to those Ponce Enrile and Associates for their continued use of the name of the
engaged in the practice of accountancy — a profession requiring the same degree of trust and deceased E. G. Perkins, the Court found no reason to depart from the
confidence in respect of clients as that implicit in the relationship of attorney and client — to policy it adopted in June 1953 when it required Attorneys Alfred P.
acquire and use a trade name, strongly indicates that there is no fundamental policy that is Deen and Eddy A. Deen of Cebu City to desist from including in their
offended by the continued use by a firm of professionals of a firm name which includes the name firm designation, the name of C. D. Johnston, deceased. The Court
 believes that, in view of the personal and confidential nature of the thereof. What the law contemplates therein is a hold-over situation preparatory to formal
relations between attorney and client, and the high standards reorganization.
demanded in the canons of professional ethics, no practice should be
allowed which even in a remote degree could give rise to the possibility
Secondly, Article 1840 treats more of a commercial partnership with a good will to protect
of deception. Said attorneys are accordingly advised to drop the name rather than of aprofessional partnership, with no saleable good will but whose reputation
"PERKINS" from their firm name. depends on the personal qualifications of its individual members. Thus, it has been held
that a saleable goodwill can exist only in a commercial partnership and cannot arise in a
Petitioners herein now seek a re-examination of the policy thus far enunciated by the professional partnership consisting of lawyers. 9 têñ.£îh qwâ£

Court.
As a general rule, upon the dissolution of a commercial partnership the
The Court finds no sufficient reason to depart from the rulings thus laid down. succeeding partners or parties have the right to carry on the business
under the old name, in the absence of a stipulation forbidding it, (s)ince
A. Inasmuch as "Sycip, Salazar, Feliciano, Hernandez and Castillo" and "Ozaeta, Romulo, the name of a commercial partnership is a partnership asset
inseparable from the good will of the firm. ... (60 Am Jur 2d, s 204, p.
De Leon, Mabanta and Reyes" are partnerships, the use in their partnership names of the
names of deceased partners will run counter to Article 1815 of the Civil Code which 115) (Emphasis supplied)
provides: têñ.£îhqw â£

On the other hand, têñ.£îhqwâ£

Art. 1815. Every partnership shall operate under a firm name, which
may or may not include the name of one or more of the partners. ... a professional partnership the reputation of which depends or; the
individual skill of the members, such as partnerships of attorneys or
Those who, not being members of the partnership, include their names physicians, has no good win to be distributed as a firm asset on its
dissolution, however intrinsically valuable such skill and reputation may
in the firm name, shall be subject to the liability, of a partner.
be, especially where there is no provision in the partnership agreement
relating to good will as an asset. ... (ibid, s 203, p. 115) (Emphasis
It is clearly tacit in the above provision that names in a firm name of a partnership must supplied)
either be those of living partners and. in the case of non-partners, should be living persons
who can be subjected to liability. In fact, Article 1825 of the Civil Code prohibits a third
person from including his name in the firm name under pain of assuming the liability of a C. A partnership for the practice of law cannot be likened to partnerships formed by other
partner. The heirs of a deceased partner in a law firm cannot be held liable as the old professionals or for business. For one thing, the law on accountancy specifically allows the
members to the creditors of a firm particularly where they are non-lawyers. Thus, Canon use of a trade name in connection with the practice of accountancy. 10 têñ.£îhqwâ£

34 of the Canons of Professional Ethics "prohibits an agreement for the payment to the
widow and heirs of a deceased lawyer of a percentage, either gross or net, of the fees A partnership for the practice of law is not a legal entity. It is a mere
received from the future business of the deceased lawyer's clients, both because the relationship or association for a particular purpose. ... It is not a
recipients of such division are not lawyers and because such payments will not represent partnership formed for the purpose of carrying on trade or business or
service or responsibility on the part of the recipient. " Accordingly, neither the widow nor of holding property." 11 Thus, it has been stated that "the use of a nom de
the heirs can be held liable for transactions entered into after the death of their lawyer- plume, assumed or trade name in law practice is improper. 12
predecessor. There being no benefits accruing, there ran be no corresponding liability.
The usual reason given for different standards of conduct being applicable
Prescinding the law, there could be practical objections to allowing the use by law firms of to the practice of law from those pertaining to business is that the law is a
the names of deceased partners. The public relations value of the use of an old firm name profession.
can tend to create undue advantages and disadvantages in the practice of the profession.
An able lawyer without connections will have to make a name for himself starting from Dean Pound, in his recently published contribution to the Survey of the
scratch. Another able lawyer, who can join an old firm, can initially ride on that old firm's Legal Profession, (The Lawyer from Antiquity to Modern Times, p. 5)
reputation established by deceased partners. defines a profession as "a group of men pursuing a learned art as a
common calling in the spirit of public service, — no less a public service
B. In regards to the last paragraph of Article 1840 of the Civil Code cited by because it may incidentally be a means of livelihood."
petitioners, supra, the first factor to consider is that it is within Chapter 3 of Title IX of the
Code entitled "Dissolution and Winding Up." The Article primarily deals with the exemption xxx xxx xxx
from liability in cases of a dissolved partnership, of the individual property of the deceased
partner for debts contracted by the person or partnership which continues
the business using the partnership name or the name of the deceased partner as part Primary characteristics which distinguish the legal profession from
business are:
 1. A duty of public service, of which the emolument is a byproduct, and E. Petitioners argue that U.S. Courts have consistently allowed the continued use of a
in which one may attain the highest eminence without making much deceased partner's name in the firm name of law partnerships. But that is so because it is
money. sanctioned by custom.

2. A relation as an "officer of court" to the administration of justice In the case of Mendelsohn v. Equitable Life Assurance Society (33 N.Y.S. 2d 733) which
involving thorough sincerity, integrity, and reliability. petitioners Salazar, et al. quoted in their memorandum, the New York Supreme Court
sustained the use of the firm name Alexander & Green even if none of the present ten
partners of the firm bears either name because the practice was sanctioned by custom and
3. A relation to clients in the highest degree fiduciary.
did not offend any statutory provision or legislative policy and was adopted by agreement
of the parties. The Court stated therein: têñ.£îhqw â£

4. A relation to colleagues at the bar characterized by candor, fairness,

and unwillingness to resort to current business methods of advertising
The practice sought to be proscribed has the sanction of custom and
and encroachment on their practice, or dealing directly with their
clients. 13 offends no statutory provision or legislative policy. Canon 33 of the
Canons of Professional Ethics of both the American Bar Association
and the New York State Bar Association provides in part as follows:
"The right to practice law is not a natural or constitutional right but is in the nature of a "The continued use of the name of a deceased or former partner, when
privilege or franchise. 14 It is limited to persons of good moral character with special permissible by local custom is not unethical, but care should be taken
qualifications duly ascertained and certified. 15 The right does not only presuppose in its that no imposition or deception is practiced through this use." There is
possessor integrity, legal standing and attainment, but also the exercise of a special no question as to local custom. Many firms in the city use the names of
privilege, highly personal and partaking of the nature of a public trust." 16 deceased members with the approval of other attorneys, bar
associations and the courts. The Appellate Division of the First
D. Petitioners cited Canon 33 of the Canons of Professional Ethics of the American Bar Department has considered the matter and reached The conclusion
Association" in support of their petitions. that such practice should not be prohibited. (Emphasis supplied)

It is true that Canon 33 does not consider as unethical the continued use of the name of a xxx xxx xxx
deceased or former partner in the firm name of a law partnership when such a practice
is permissible by local custom but the Canon warns that care should be taken that no Neither the Partnership Law nor the Penal Law prohibits the practice in
imposition or deception is practiced through this use. question. The use of the firm name herein is also sustainable by reason
of agreement between the partners. 18
It must be conceded that in the Philippines, no local custom permits or allows the
continued use of a deceased or former partner's name in the firm names of law Not so in this jurisdiction where there is no local custom that sanctions the practice.
partnerships. Firm names, under our custom, Identify the more active and/or more senior Custom has been defined as a rule of conduct formed by repetition of acts, uniformly
members or partners of the law firm. A glimpse at the history of the firms of petitioners and observed (practiced) as a social rule, legally binding and obligatory. 19 Courts take no judicial
of other law firms in this country would show how their firm names have evolved and notice of custom. A custom must be proved as a fact, according to the rules of evidence. 20 A
changed from time to time as the composition of the partnership changed. têñ.£îhqw â£

local custom as a source of right cannot be considered by a court of justice unless such custom
is properly established by competent evidence like any other fact. 21 We find such proof of the
The continued use of a firm name after the death of one or more of the existence of a local custom, and of the elements requisite to constitute the same, wanting
partners designated by it is proper only where sustained by local herein. Merely because something is done as a matter of practice does not mean that Courts
can rely on the same for purposes of adjudication as a juridical custom. Juridical custom must be
custom and not where by custom this purports to Identify the active
differentiated from social custom. The former can supplement statutory law or be applied in the
members. ... absence of such statute. Not so with the latter.

There would seem to be a question, under the working of the Canon, as Moreover, judicial decisions applying or interpreting the laws form part of the legal
to the propriety of adding the name of a new partner and at the same system. 22 When the Supreme Court in the Deen and Perkins cases issued its Resolutions
time retaining that of a deceased partner who was never a partner with directing lawyers to desist from including the names of deceased partners in their firm
the new one. (H.S. Drinker, op. cit., supra, at pp. 207208) (Emphasis designation, it laid down a legal rule against which no custom or practice to the contrary, even if
supplied). proven, can prevail. This is not to speak of our civil law which clearly ordains that a partnership
is dissolved by the death of any partner. 23 Custom which are contrary to law, public order or
The possibility of deception upon the public, real or consequential, where the name of a public policy shall not be countenanced. 24
deceased partner continues to be used cannot be ruled out. A person in search of legal
counsel might be guided by the familiar ring of a distinguished name appearing in a firm The practice of law is intimately and peculiarly related to the administration of justice and
title. should not be considered like an ordinary "money-making trade." têñ.£îhqwâ£
 ... It is of the essence of a profession that it is practiced in a spirit of AQUINO, J., dissenting:
public service. A trade ... aims primarily at personal gain; a profession
at the exercise of powers beneficial to mankind. If, as in the era of wide I dissent. The fourteen members of the law firm, Sycip, Salazar, Feliciano, Hernandez &
free opportunity, we think of free competitive self assertion as the
Castillo, in their petition of June 10, 1975, prayed for authority to continue the use of that
highest good, lawyer and grocer and farmer may seem to be freely firm name, notwithstanding the death of Attorney Alexander Sycip on May 5, 1975 (May he
competing with their fellows in their calling in order each to acquire as rest in peace). He was the founder of the firm which was originally known as the Sycip Law
much of the world's good as he may within the allowed him by law. But Office.
the member of a profession does not regard himself as in competition
with his professional brethren. He is not bartering his services as is the
artisan nor exchanging the products of his skill and learning as the On the other hand, the seven surviving partners of the law firm, Ozaeta, Romulo, De Leon,
farmer sells wheat or corn. There should be no such thing as a lawyers' Mabanta & Reyes, in their petition of August 13, 1976, prayed that they be allowed to
or physicians' strike. The best service of the professional man is often continue using the said firm name notwithstanding the death of two partners, former
rendered for no equivalent or for a trifling equivalent and it is his pride Justice Roman Ozaeta and his son, Herminio, on May 1, 1972 and February 14, 1976,
to do what he does in a way worthy of his profession even if done with respectively.
no expectation of reward, This spirit of public service in which the
profession of law is and ought to be exercised is a prerequisite of sound They alleged that the said law firm was a continuation of the Ozaeta Law Office which was
administration of justice according to law. The other two elements of a established in 1957 by Justice Ozaeta and his son and that, as to the said law firm, the
profession, namely, organization and pursuit of a learned art have their name Ozaeta has acquired an institutional and secondary connotation.
justification in that they secure and maintain that spirit. 25
Article 1840 of the Civil Code, which speaks of the use by the partnership of the name of a
In fine, petitioners' desire to preserve the Identity of their firms in the eyes of the public deceased partner as part of the partnership name, is cited to justify the petitions. Also
must bow to legal and ethical impediment. invoked is the canon that the continued use by a law firm of the name of a deceased
partner, "when permissible by local custom, is not unethical" as long as "no imposition or
ACCORDINGLY, the petitions filed herein are denied and petitioners advised to drop the deception is practised through this use" (Canon 33 of the Canons of Legal Ethics).
names "SYCIP" and "OZAETA" from their respective firm names. Those names may,
however, be included in the listing of individuals who have been partners in their firms I am of the opinion that the petition may be granted with the condition that it be indicated in
indicating the years during which they served as such. the letterheads of the two firms (as the case may be) that Alexander Sycip, former Justice
Ozaeta and Herminio Ozaeta are dead or the period when they served as partners should
SO ORDERED. be stated therein.

Teehankee, Concepcion, Jr., Santos, Fernandez, Guerrero and De Castro, JJ., concur Obviously, the purpose of the two firms in continuing the use of the names of their
deceased founders is to retain the clients who had customarily sought the legal services of
Attorneys Sycip and Ozaeta and to benefit from the goodwill attached to the names of
Fernando, C.J. and Abad Santos, J., took no part. those respected and esteemed law practitioners. That is a legitimate motivation.

Separate Opinions The retention of their names is not illegal per se. That practice was followed before the war
by the law firm of James Ross. Notwithstanding the death of Judge Ross the founder of
FERNANDO, C.J., concurring: the law firm of Ross, Lawrence, Selph and Carrascoso, his name was retained in the firm
name with an indication of the year when he died. No one complained that the retention of
The petitions are denied, as there are only four votes for granting them, seven of the the name of Judge Ross in the firm name was illegal or unethical.
Justices being of the contrary view, as explained in the plurality opinion of Justice
Ameurfina Melencio-Herrera. It is out of delicadeza that the undersigned did not participate
in the disposition of these petitions, as the law office of Sycip, Salazar, Feliciano,
Hernandez and Castillo started with the partnership of Quisumbing, Sycip, and
Quisumbing, the senior partner, the late Ramon Quisumbing, being the father-in-law of the
undersigned, and the most junior partner then, Norberto J. Quisumbing, being his brother-
in-law. For the record, the undersigned wishes to invite the attention of all concerned, and
not only of petitioners, to the last sentence of the opinion of Justice Ameurfina Melencio-
Herrera: 'Those names [Sycip and Ozaeta] may, however, be included in the listing of
individuals wtes