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G.R. No.

185454

March 23, 2011

STAR TWO (SPV-AMC), INC., Petitioner, vs. HOWARD KO, MIN MIN SEE KO, JIMMY ONG,
and GRACE NG ONG, Respondents.
Facts:
Jianshe Motorcycle Industries Philippines Corporation (Jianshe) obtained various loan
accommodations from RCBC to finance its importation of motorcycles and other related goods. To
secure the goods imported by Jianshe, RCBC required it to execute trust receipts over these
goods. Moreover, to secure payment of all existing and future obligations of Jianshe to RCBC,
respondents Howard Ko, Jimmy Ong, Min Min See Ko, and Grace Ng Ong executed a
Comprehensive Surety Agreement, with a limited liability of P50 M.
Despite demand, Jianshe failed to pay its obligations. RCBC thus filed a Complaint for Specific
Perfomance with Prayer for a Writ of Preliminary Attachment against Jianshe as principal and
respondents as sureties, before the RTC of Makati City. RTC directed the issuance of a writ of
preliminary attachment against all the properties of Jianshe and respondents as may be
sufficient to satisfy RCBCs principal claim conditioned upon the filing of the required bond. Ko
filed a Motion to Dismiss on the ground that RCBCs claim had already been paid, waived,
abandoned, or otherwise extinguished. RTC dismissed the case against respondents, leaving
Jianshe as the only defendant. In dismissing the case, the trial court stated that there was
sufficient evidence to prove that Howard Ko paid an amount more than the limit provided under
the Comprehensive Surety Agreement.
On Appeal, CA affirmed the decision of the RTC.
Issue:
Whether or not Ko, as surety of Jianshe has paid an amounts over the limit under the
Comprehensive Surety Agreement thus, relieved him from any liable against RCBC.
Held:
Ko as surety under the Comprehensive Surety Agreement to secure the obligations of Jianshe to
RCBC. A contract of suretyship is an agreement whereby a party, called the surety, guarantees
the performance by another party, called the principal or obligor, of an obligation or undertaking
in favor of another party, called the obligee. The surety agreement is an accessory contract; and
the surety becomes directly, primarily, and equally bound with the principal as the original
promissor although the former possesses no direct or personal interest over the latters
obligations and does not receive any benefit therefrom.
Pursuant to Article 2054 of the Civil Code that "a guarantor [or surety] may bind himself for less,
but not for more than the principal debtor, both as regards the amount and the onerous nature
of the conditions," respondents limited their liability to P50 M, which is less than Jianshes liability
to RCBC. Howard Ko complied with his obligations and made payments to RCBC and supported
by documentary evidence.
The Court notes that the pieces of evidence presented by respondents were documents, such as
official receipts, trust debit advices, and passbooks, issued by no less than petitioner itself.
Payments were made by respondents through the active participation of RCBC, primarily by
debiting the subject amounts from respondents accounts with the bank. Admittedly, it was
Jianshe, as the principal, which owed RCBC. Nowhere in petitioners pleadings was it claimed that
respondents also owed the bank aside from their obligation as surety to secure the principal
obligation of Jianshe. Undoubtedly, the debited amounts from Howard Kos accounts were made
to satisfy his obligation as surety thus, relieved him from any other obligations against RCBC.