[ G. R. No. 17131. June 30, 1922 ] G. R. No. 17131
[ G. R. No. 17131. June 30, 1922 ]
SING JUCO AND SING BENGCO, PLAINTIFFS AND APPELLEES, VS. ANTONIO SUNYANTONG AND HIS WIFE VICENTA LLORENTE DE SUNYANTONG, DEFENDANTS AND APPELLANTS. D E C I S I O N
ROMUALDEZ, J.:
Untitled DocumentOn May 20, 1919, the plaintiffs obtained from Maria Gay a written option to purchase an estate known as “San Antonio Estate,” containing more than 2,000 hectares situated in the municipality of Passi, Province of Iloilo, together with the large cattle existing on said estate. The term of the option expired, but the plaintiffs had it extended verbally until 12 o’clock noon of June 17, 1919.
The defendant Antonio Sunyantong was at the time an. employee of the plaintiffs, and the preponderance of evidence shows that they reposed confidence in him and did not. mind disclosing their plans to him, concerning the purchase of the aforesaid estate and the progress of their negotiations with Maria Gay.
It is also sufficiently established in the record that in one of the conferences held by the plaintiffs among themselves, relative to the purchase of the aforesaid estate, at which the defendant was present, the latter remarked that it would be advisable to let some days elapse before accepting the terms of the transfer as proposed by Maria Gay, in order that the latter might not think that they were coveting said, property. This mere remark alone in itself cannot be taken . to mean any wrongful intent on the part of said defendant, but it ceases to be innocent when taken in connection with the fact, also proven, that when the defendant met Alipio de los Santos after the latter’s return to Iloilo, sent by the plaintiffs to examine the estate and satisfy himself of its condition, and Alipio de los Santos told him of his favorable impression of the estate, he advised De los Santos not to report the estate to the plaintiffs as being so highly valuable, for if it proved a failure they might blame him, De los Santos. One becomes more strongly convinced that this defendant has been unfaithful to his principals, the plaintiffs, when these circumstances are considered in connection with the fact that at an early hour in the morning of June 17, 1919, on the midday of which the term of plaintiff’s option to purchase was to expire, said defendant Antonio Sunyantong called at the house of Maria Gay when she was having breakfast, and offered to buy the estate on the same terms proposed by her and not yet accepted by the plaintiffs, making the offer to buy not for the benefit of the plaintiffs, but for his own wife, his codefendant Vicenta Llorente de Sunyantong. In view of the opportunity that offered itself, but respecting the option granted the plaintiffs, Maria Gay communicated by telephone with Manuel Sotelo, who was acting as broker for the plaintiffs in these transactions, and told him that another buyer of the estate had presented himself who would accept the terms proposed by her and that she would like to know immediately what decision had been reached by the plaintiffs on the matter. In view of Maria Gay’s insistence that the plaintiffs give a categorical answer, Sing Bengco, one of the plaintiffs who happened to be present at the time the telephone conversation between Maria Gay and Manuel Sotelo took place, instructed Sotelo to inform her at the time that if she did not care to wait until 12 o’clock, “ella cuidado” (she could do as she pleased). This is a purely Philippine phrase, an exact translation of the Tagalog “siya ang bahala” and approximately of the Visayan “ambut sa iya,” which has very different, and even contradictory, meanings.
It might be interpreted in several different ways, such as a threat on the part of Sing Bengco to take legal action against Maria Gay in case she did not wait until the expiration of the option, or that they would waive all claims to the option and be agreeable to whatever action she might take. Interpreting the phrase to mean that the plaintiffs waived their option to buy, Maria Gay closed the sale of the estate in favor of the defendant Antonio Sunyantong.
Even supposing that this latter interpretation of the phrase in question was the actual intention of Sing Bengco, the action of the defendant Sunyantong in intervening in the negotiations in the manner in which he did does not make him innocent of infidelity in view of the fact that he was an employee of the plaintiffs to whom he owed loyalty and faithfulness.
Even though it be conceded that when he closed the contract of sale with Maria Gay the plaintiff’s option had expired, but the fact cannot be denied that he was the cause of the option having precipitously come to such an end. His disloyalty to his employers was responsible for Maria Gay not accepting the terms proposed by the plaintiffs, because of being certain of another less exigent buyer. Without such intervention on the part of the defendant it is presumed, taking into account all the circumstances of the case, that the sale of the estate in question would have been consummated between Maria Gay and the plaintiffs, perhaps with such advantages to the plaintiffs, as they expected to obtain by prolonging the negotiations.
Such an act of infidelity committed by a trusted employee calculated to redound to his own benefit and to the detriment of his employers cannot pass without legal sanction. Nemo debet aliena jactura locupletari; nemo ex suo delicto meliorem suam conditionem facere potest. It is an illicit act committed with culpa, and, therefore, its agent is liable (art. 1089, Civil Code), for the damage caused (art. 1902, ibidem). Not identical, but similar, to this infidelity is the abuse of confidence sanctioned in our Penal Code as a generic circumstance, nay as specific aggravating one, and even as an essential element of certain crimes.
This reparation provided for in the Civil Code and applied to the case at bar seems to be limited to the indemnification of damages, as we are not aware of any express provision in said Code which imposes upon the person thus held liable, any obligation, such as that of transferring to plaintiffs the estate in question.
Such principle, however, in case of this nature is generally recognized in our laws, since in the case of commercial agents (factores) it is expressly established. Undoubtedly, formerly under the circumstances then prevailing such sanction was not necessary in the field of civil law, because its sphere of action is the general relations of society; but even then it was deemed necessary expressly to protect with such sanction the commercial relations wherein the question of gain was involved, which is sometimes so imperative as to ignore everything, even the very principles of loyalty, honesty, and fidelity.
This specific relief, however, has already come to be applied in this jurisdiction in similar cases, among which can be cited that of Camacho vs. Municipality of Baliuag (28 Phil., 466.)
And in the North American law such sanction is expressly recognized, and a transaction of this nature might be regarded as an “equitable trust” by virtue of which the thing acquired by an employee is deemed not to have been acquired for his own benefit or that of any other person but for his principal, and held in trust for the latter (21 R. C. L., 825; 2 Corpus Juris, 353).
After examination and consideration of the case we do not find in the appealed judgment any of the errors assigned to it; wherefore the same is affirmed with costs against the appellants. So ordered.
Araullo, C. J., Malcolm, Avanceña, and Ostrand, JJ., concur.