CIVIL PROCEDURE
PBCOM VS. LIM
APRIL 26, 2012 ~ LEAVE A COMMENT
PBCOM VS. LIM AND CALDERON
GR. No. 158138
April 12, 2005
FACTS: PBCom filed a complaint against respondents in the RTC
of Manila for the collection of a deficiency. Petitioner alleged therein
that respondents obtained a loan from it and executed a continuing
surety agreement in favor of petitioner for all loans, credits, etc that
were extended or may be extended in the future to respondents.
Petitioner granted a renewal of said loan upon respondents request.
It was expressly stipulated threrein that the venue for any legal
action that may arise out of said promissory note shall be
Makati City, to the exclusion of all other
courts Respondents allegedly failed to pay said obligation upon
maturity. Thus, petitioner foreclosed the real estate mortgage
executed by respondents, leaving a deficiency balance.
Respondents moved to dismiss the complaint on the ground of
improper venue, invoking the stipulation contained in the last
paragraph of the promissory note with respect to the
restrictive/exclusive venue.
The trial court denied said motion asseverating that petitioner
had separatecauses of action arising from the promissory
note and the continuing surety agreement. Thus, [under] Rule 4,
Section 2, of the 1997 Rules of Civil Procedure, as amended, x x
x venue was properly laid in Manila. An MR of said order was
likewise denied.
On appeal, the CA ruled that respondents alleged debt was based
on the Promissory Note, which had provided an exclusionary
stipulation on venue to the exclusion of all other courts. The
parties Surety Agreement, though silent as to venue, was an
accessory contract that should have been interpreted in consonance
with the Promissory Note. Hence, this Petition
ISSUE: WON the action against the sureties is covered by the
restriction on venue stipulated in the PN
HELD: WHEREFORE, the Petition is DENIED and the assailed
Decision AFFIRMED.
YES; Since the cases pertaining to both causes of action are
restricted to Makati City as the proper venue, petitioner cannot rely
on Section 5 of Rule 2 of the Rules of Court.
**
Section 2 of Rule 4 of the ROC provides that personal actions must
be commenced and tried
(1) in the place where the plaintiff resides, or
(2) where the defendant resides, or
(3) in case of non-resident defendants, where they may be found, at
the choice of the plaintiff.
This rule on venue does not apply when the law specifically provides
otherwise, or when before the filing of the action the
contracting parties agree in writing on the exclusive venue
thereof. Venue is not jurisdictional and may be waived by the
parties. A stipulation as to venue does not preclude the filing of the
action in other places, unless qualifying or restrictive words are used
in the agreement.
**
In enforcing a surety contract, the complementary-contractsconstrued-together doctrine finds application. According to this
principle, an accessory contract must be read in its entirety and
together with the principal agreement[ This principle is used in
construing contractual stipulations in order to arrive at their true
meaning; certain stipulations cannot be segregated and then made
to control. This no-segregation principle is based on Article 1374 of
the Civil Code, which we quote:
Art. 1374. The various stipulations of a contract shall be interpreted
together, attributing to the doubtful ones that sense which may
result from all of them taken jointly.
The aforementioned doctrine is applicable to the present case.
Incapable of standing by itself, the SA can be enforced only in
conjunction with the PN. The latter documents the debt that is
sought to be collected in the action against the sureties. The
circumstances that related to the issuance of the PN and the SA are
so intertwined that neither one could be separated from the other.
It makes no sense to argue that the parties to the SA were not
bound by the stipulations in the PN.
NOTES:
A cause of action is a partys act or omission that violates the rights
of the other. Only one suit may be commenced for a single cause of
action. If two or more suits are instituted on the basis of the same
cause of action, only one case should remain and the others must
be dismissed.
