8/19/2019 Reyes vs CA (Novation)

1/2

G.R. No. 120817 November 4, 1996

ELSA B. REYES, petitioner,vs.COURT OF AEALS, SECRETARY OF !UST"CE, AF#$UTUAL BENEF"T ASSOC"AT"ON, "NC.,

%&' GRAC"ELA ELEA(AR, respondents.

Elsa Reyes is the president of Eurotrust Capital Corporation, a domestic corporation engaged in

credit financing. Graciela Eleazar, is the president of B.E. Ritz Mansion International Corporation(BERMIC, a domestic enterprise engaged in real estate development. !he other respondent, "rmed#orces of the $hilippines Mutual Benefit "sso., Inc. ("#$%MB"I, is a corporation duly organizedprimarily to perform &elfare services for the "rmed #orces of the $hilippines.

Elsa Reyes alleges that Eurotrust and Bermic entered into a loan agreement to finance theconstruction of Ritz Condominium and Gold Business $ar'. Bermic issued ) postdated chec's tocover payments of the loan pac'ages. *o&ever, the chec's &ere dishonored +y the dra&ee +an',RCBC, due to stop payment order made +y Graciela Eleazar. Eleazar failed to ma'e good dishonoredchec's, prompting Reyes to file for B$ and Estafa.

Mean&hile, respondent "#$%MB"I &hich invested its funds &ith Eurotrust, found out that the amountspaid +y "#$%MB"I to Eurotrust for those securities &ere in turn lent +y Elsa Reyes to Bermic andothers.

hen Eleazar came to 'no& that the funds originally loaned +y Eurotrust to Bermic +elonged to "#$%MB"I, she re-uested a meeting &ith Eurotrust representatives. !hus, agreed that Bermic &oulddirectly settle its o+ligations &ith the real o&ners of the fund%"#$%MB"I and EC/%IMC.

*o&ever, Graciela Eleazar later learned that Elsa Reyes continued to collect on the $Cs issuedcontrary to their agreement. /o, Bermic &rote to Eurotrust to hold the amounts 0in constructive trust0for the real o&ners. But Reyes continued to collect on. 1pon her counsel2s advise, Eleazar had the

payment stopped. *ence, her chec's issued in favor of Eurotrust &ere dishonored.

 "fter investigation, the 3ffice of the $rovincial $rosecutor of Rizal issued a resolution dismissing thecomplaints filed +y Elsa Reyes against Graciela Eleazar on the ground that &hen the latter assumedthe o+ligation of Reyes to "#$%MB"I, it constituted novation, e4tinguishing any criminal lia+ility on thepart of Eleazar.

$etitioner avers that she could not +e held criminally lia+le for the crime charged +ecause thecontract of sale of securities +et&een her and respondent "#$%MB"I &as novated +y su+stitution ofde+tor. /he claims that private respondent Eleazar, instead of fulfilling her o+ligation under thecontract of loan to pay petitioner the amount of de+ts, assumed petitioner2s o+ligation under the

contract of sale to ma'e payments to respondent "#$%MB"I directly.

I//1E5). 36 the contract of loan +et&een petitioner and respondent Eleazar had +een novated &hen theyagreed that respondent Eleazar should settle her firm2s (BERMIC loan o+ligations directly &ith "#$%MB"I and EC/%IMC instead of settling it &ith petitioner Reyes7

*E86o novation too' place in this case at +ar.

8/19/2019 Reyes vs CA (Novation)

2/2

R18I6G

 "dmittedly, in order that a novation can ta'e place, the concurrence of the follo&ing re-uisites   7  isindispensa+le5). there must +e a previous valid o+ligation, there must +e an agreement of the parties concerned to a ne& contract,9. there must +e the e4tinguishment of the old contract, and:. there must +e the validity of the ne& contract.

1pon the facts sho&n in the record, the last three essential re-uisites of novation are &anting in theinstant case. 6o ne& agreement for su+stitution of creditor &ar forged among the parties concerned&hich &ould ta'e the place of the preceding contract.

!he a+sence of a ne& contract e4tinguishing the old one destroys any possi+ility of novation +yconventional su+rogation, In concluding that a novation too' place, the respondent court relied on thet&o letters &hich, according to it, formalized the agreement that BERMIC &ould directly settle itso+ligation &ith the real o&ners of the funds % the "#$ MB"I and EC/ IMC.

!he fact that respondent Eleazar made payments to "#$%MB"I and the latter accepted them does

not ipso facto result in novation. !here must +e an e4press intention to novate ; animus novandi 16ovation is never presumed. 

 "rticle )9