SECOND DIVISION
[G.R. No. 241962. November 10, 2021.]
WESTERN VISAYAS DAILY INFORMER, INC., petitioner,vs. UNION BANK OF THE PHILIPPINES, respondent.
NOTICE
Sirs/Mesdames :
Please take notice that the Court, Second Division, issued a Resolution dated10 November 2021which reads as, follows:
"G.R. No. 241962(Western Visayas Daily Informer, Inc. v. Union Bank of the Philippines). — This Petition for Review 1 filed by petitioner Western Visayas Daily Informer, Inc. under Rule 45 of the Revised Rules of Court challenges the Decision 2 dated August 9, 2017 of the Court of Appeals (CA) and its Resolution 3 dated May 2, 2018 in CA-G.R. CV No. 101628.
On July 20, 2001, petitioner obtained a car loan from respondent Union Bank of the Philippines (Union Bank) for P1,699,728.00 payable in 48 monthly installments. 4 In order to secure the loan, petitioner executed a Promissory Note with Chattel Mortgage constituted over one (1) Isuzu Trooper, 2001 model, with Serial Number PABUBR73GL1200888 and Motor Number 804355. Said promissory note was executed by Edda Dalupang (Dalupang).
However, petitioner defaulted in the payment of amortization in violation of the terms and conditions of the Promissory Note and Chattel Mortgage, leaving an unpaid balance of P1,290,129.76 due on June 10, 2003. Repeated demands were given by Union Bank to the petitioner to settle the entire outstanding balance, plus interest accruing therefrom until fully paid, but the latter still continuously failed to pay its overdue loan.
Hence, invoking its right based on the Promissory Note and Chattel Mortgage, Union Bank demanded from the petitioner the voluntary surrender of the mortgaged vehicle, together with all its accessories; but petitioner not only failed to settle its auto loan account amounting to P1,033,402.00, 5 it also refused to turn over possession in favor of Union Bank.
This prompted the Union Bank to file an action for Sum of Money with Prayer for a Writ of Replevin 6 against the petitioner before Branch 112 of the Regional Trial Court (RTC) of Pasay City. CAIHTE
In their Answer, 7 petitioner denied liability for the car loan as it claimed that it never received any demand from Union Bank for its alleged default in the payment of car loan amortizations. 8 Likewise, it denied the execution of the subject Promissory Note with Chattel Mortgage 9 as it averred that Dalupang had no authority to execute the same in its behalf. 10 Hence, such being the case, Union Bank clearly does not have cause of action against them. 11
On August 10, 2011, the RTC rendered a Decision 12 in favor of Union Bank. According to the RTC, Union Bank is entitled to its claims arising from the Promissory Note with Chattel Mortgage executed by the petitioner. Likewise, the RTC took note of the fact that the subject vehicle was already registered in the name of the petitioner company which, thus, supersedes the latter's denial of the promissory note without any document to support its claim. 13 Hence, having established that petitioner, indeed, defaulted in the payment of its obligation, it was only apt to grant the relief prayed for by Union Bank. The RTC decreed:
WHEREFORE, judgment is hereby rendered in favor of the plaintiff and against the defendant, ordering the defendants to pay, to wit:
1. To surrender or pay the total balance of its obligation in the amount of Php1,033,402.10, inclusive of penalties and exclusive of other charges at the rate stipulated on the note from June 10, 2003 until fully paid;
2. To collect the P15,000.00 as attorney's fees and the cost of the suit.
SO ORDERED. 14
Unsatisfied, petitioner filed a Motion for Reconsideration 15 of the RTC Decision. However, this was denied by the RTC in an Order 16 dated June 14, 2013.
As stated at the outset, when elevated to the CA, the latter dismissed the appeal in a Decision 17 dated August 9, 2017, and upheld the liability of the petitioner to Union Bank. The CA disposed:
WHEREFORE, in the light of the foregoing premises, the instant APPEAL is hereby DENIED.
SO ORDERED. 18
Petitioner then moved for reconsideration of the aforesaid Decision, but the CA denied its motion via a Resolution 19 dated May 2, 2018.
Now, petitioner is before the Court arguing that the CA erred when it upheld the RTC Decision finding it liable to pay Union Bank for the car loan obtained by Dalupang. It remain firm in its stance that it cannot be made to pay for the said loan as Dalupang did not even have the authority to execute the subject Promissory Note with Chattel Mortgage.
The Court is not convinced.
Basically, petitioner are relying on the argument that Dalupang acted without authority when she executed the subject Promissory Note with Chattel Mortgage. However, as pointed out by the RTC and the CA, there are circumstances in this case that would readily debunk the petitioner's claim.
First, assuming that Dalupang, indeed, acted without authority, the fact that the petitioner had caused the registration of the subject vehicle under its name is an act of acquiescence that renders it estopped from denying the existence and consequences of the Promissory Note.
Indeed, while the principal is not bound if an agent acts without or outside his authority, such acts, however, may be expressly or impliedly ratified through the principal's conduct and this produces the same effects as though the agent acted out with authority.
Likewise, as the CA discussed in its Decision, an agent's apparent authority from the principal may be ascertained through: (1) the general manner by which the corporation holds out an officer or agent as having power to act or, in other words, the apparent authority with which it clothes him to act in general, or (2) the acquiescence in his acts of a particular nature, with actual or constructive knowledge thereof, whether within or without the scope of his ordinary powers. 20
Undeniably, by petitioner's actions which can only be deemed as its acceptance of Dalupang's actions, he is liable to pay his loan obligation to Union Bank pursuant to the Promissory Note.
Second, petitioner failed to allege how it acquired the subject vehicle. While petitioner's arguments zeroed in on its denial of the Promissory Note, it, however, never made any claim as to how the vehicle came into its possession. Its silence on the matter casts doubt as regards its denial of execution of the Promissory Note which, coincidentally, has the same vehicle as subject of the chattel mortgage.
Lastly, it is noteworthy that petitioner did not even do anything to contest the existence of the loan from Union Bank at the earliest opportunity, even at the time when Union Bank first sent petitioner a demand letter to settle his unpaid amortization. Petitioner only started to question the transaction when a complaint was already filed against it. Other than merely denying the execution of the Promissory Note and the authority of Dalupang to execute the same, petitioner never made any categorical statement to deny the existence of the car loan.
It is well settled that a notarized document, such as the subject Promissory Note with Chattel Mortgage, enjoys the presumption of regularity, and the only way to contradict this presumption is by presenting a clear and convincing evidence. 21 Sadly, petitioner failed to present any evidence to overcome this presumptive authenticity. DETACa
All told, the Court finds no reversible error on the part of the CA for rendering the assailed Decision finding the petitioner liable to Union Bank.
WHEREFORE, the Decision dated August 9, 2017 and the Resolution dated May 2, 2018 of the Court of Appeals in CA-G.R. CV No. 101628 are hereby AFFIRMED.
SO ORDERED."
By authority of the Court:
TERESITA AQUINO TUAZONDivision Clerk of Court
By:
(SGD.) MA. CONSOLACION GAMINDE-CRUZADADeputy Division Clerk of Court
Footnotes
1.Rollo, pp. 14-26.
2.Id. at 30-36. Penned by Associate Justice Eduardo B. Peralta, Jr. with Associate Justices Priscilla J. Baltazar-Padilla (retired Member of this Court) and Rafael Antonio M. Santos, concurring.
3.Id. at 39-42.
4.Id. at 30.
5.Id. at 63.
6.Id. at 51-56.
7.Id. at 57-60.
8.Id. at 58.
9.Id. at 57.
10.Id. at 31.
11.Id. at 59.
12.Id. at 63-64; penned by Judge Jesus B. Mupas.
13.Id. at 64.
14.Id.
15.Id. at 65-70.
16.Id. at 71.
17.Supra note 2.
18.Rollo, p. 36.
19.Supra note 3.
20.Calubad v. Ricarcen Development Corp., 817 Phil. 509, 532 (2017), citing Yao Ka Sin Trading v. Court of Appeals, 285 Phil. 345, 367 (1992).
21.Gatan v. Vinarao, 820 Phil. 257, 271 (2017).