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    Ortega Vs CA Digested

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    gregoriomanueldon.patrocinio
    The document discusses a case involving the dissolution of a law partnership called "Bito, Misa & Lozada". Joaquin Misa decided to withdraw from the partnership in 1988 due to conflicts with the other partners. Misa filed a petition to dissolve and liquidate the partnership. The lower court ruled that Misa's withdrawal did not dissolve the partnership. However, the SEC reversed this decision, ruling that as a partnership at will, any partner can dissolve the partnership by withdrawing, regardless of their reasons. The Court of Appeals affirmed the SEC's decision. The Supreme Court also ruled that the law firm was a partnership at will, and that a partner has the right to dissolve a partnership at will by withdrawing.

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    Ortega Vs CA Digested

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    gregoriomanueldon.patrocinio
    23 views2 pages
    The document discusses a case involving the dissolution of a law partnership called "Bito, Misa & Lozada". Joaquin Misa decided to withdraw from the partnership in 1988 due to conflicts with the other partners. Misa filed a petition to dissolve and liquidate the partnership. The lower court ruled that Misa's withdrawal did not dissolve the partnership. However, the SEC reversed this decision, ruling that as a partnership at will, any partner can dissolve the partnership by withdrawing, regardless of their reasons. The Court of Appeals affirmed the SEC's decision. The Supreme Court also ruled that the law firm was a partnership at will, and that a partner has the right to dissolve a partnership at will by withdrawing.

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    Ortega vs CA Digested

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    The document discusses a case involving the dissolution of a law partnership called "Bito, Misa & Lozada". Joaquin Misa decided to withdraw from the partnership in 1988 due to conflicts with the other partners. Misa filed a petition to dissolve and liquidate the partnership. The lower court ruled that Misa's withdrawal did not dissolve the partnership. However, the SEC reversed this decision, ruling that as a partnership at will, any partner can dissolve the partnership by withdrawing, regardless of their reasons. The Court of Appeals affirmed the SEC's decision. The Supreme Court also ruled that the law firm was a partnership at will, and that a partner has the right to dissolve a partnership at will by withdrawing.

    Copyright:

    © All Rights Reserved
    Download as DOCX, PDF, TXT or read online from Scribd
    Download as docx, pdf, or txt
    23 views2 pages

    Ortega Vs CA Digested

    Uploaded by

    gregoriomanueldon.patrocinio
    The document discusses a case involving the dissolution of a law partnership called "Bito, Misa & Lozada". Joaquin Misa decided to withdraw from the partnership in 1988 due to conflicts with the other partners. Misa filed a petition to dissolve and liquidate the partnership. The lower court ruled that Misa's withdrawal did not dissolve the partnership. However, the SEC reversed this decision, ruling that as a partnership at will, any partner can dissolve the partnership by withdrawing, regardless of their reasons. The Court of Appeals affirmed the SEC's decision. The Supreme Court also ruled that the law firm was a partnership at will, and that a partner has the right to dissolve a partnership at will by withdrawing.

    Copyright:

    © All Rights Reserved
    Download as DOCX, PDF, TXT or read online from Scribd
    Download as docx, pdf, or txt
    of 2

    GREGORIO F. ORTEGA, TOMAS O. DEL CASTILLO, JR., and BENJAMIN T.

    BACORRO, petitioners,
    vs.
    HON. COURT OF APPEALS, SECURITIES AND EXCHANGE COMMISSION and JOAQUIN L.
    MISA, respondents.

    ISSUE:

    1. whether or not herein subject partnership is a partnership at will

    2. whether or not aa partner has the right to dissolve the partnership

    Herein private respondent Joaquin Misa and Petitioners GREGORIO F. ORTEGA, TOMAS O. DEL
    CASTILLO, JR., and BENJAMIN T. BACORRO are partners in the law firm BITO, MISA &
    LOZADA however in 1988 Misa decided to withdraw and retire from the said firm due to alleged
    interpersonal conflict between him and the other partners. Misa later filed before the Securities
    Investigation and Clearing Department (SICD) a petition for dissolution and liquidation of partnership
    praying among others the formal dissolution and immediate liquidation of (the partnership of) Bito,
    Misa & Lozada. Respondents-appellees filed their opposition to the petition.

    The hearing officers held that "[P]etitioner's withdrawal from the law firm Bito, Misa & Lozada did not
    dissolve the said law partnership. Accordingly, the petitioner and respondents are hereby enjoined to
    abide by the provisions of the Agreement relative to the matter governing the liquidation of the
    shares of any retiring or withdrawing partner in the partnership interest.

    On appeal, the SEC en banc reversed the decision of the Hearing Officer and held that the
    withdrawal of Attorney Joaquin L. Misa had dissolved the partnership of "Bito, Misa & Lozada." The
    Commission ruled that, being a partnership at will, the law firm could be dissolved by any
    partner at anytime, such as by his withdrawal therefrom, regardless of good faith or bad faith,
    since no partner can be forced to continue in the partnership against his will.

    The Court of Appeals, AFFIRMED in toto the SEC decision .Hence the present petition

    Ruling:

    1. Yes, Bito, Misa and Lozada law firm is a partnership at will. According to the court A partnership
    that does not fix its term is a partnership at will. That the law firm "Bito, Misa & Lozada," and now
    "Bito, Lozada, Ortega and Castillo," is indeed such a partnership need not be unduly belabored.
    We quote, with approval, like did the appellate court, the findings and disquisition of respondent
    SEC on this matter; viz:

    The partnership agreement (amended articles of 19 August 1948) does not provide for a specified
    period or undertaking. The "DURATION" clause simply states:

    "5. DURATION. The partnership shall continue so long as mutually satisfactory and upon the death
    or legal incapacity of one of the partners, shall be continued by the surviving partners."
    Yes, a partner has the right to dissolve the partnership. The court explained that the birth and life of
    a partnership at will is predicated on the mutual desire and consent of the partners. The right to
    choose with whom a person wishes to associate himself is the very foundation and essence of that
    partnership. Its continued existence is, in turn, dependent on the constancy of that mutual resolve,
    along with each partner's capability to give it, and the absence of a cause for dissolution provided by
    the law itself. Verily, any one of the partners may, at his sole pleasure, dictate a dissolution of the
    partnership at will. He must, however, act in good faith, not that the attendance of bad faith can
    prevent the dissolution of the partnership4 but that it can result in a liability for damages.

    In passing, neither would the presence of a period for its specific duration or the statement of a
    particular purpose for its creation prevent the dissolution of any partnership by an act or will of a
    partner.6 Among partners,7 mutual agency arises and the doctrine of delectus personae allows them
    to have the power, although not necessarily the right, to dissolve the partnership. An unjustified
    dissolution by the partner can subject him to a possible action for damages.

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