G.R. No. L-22578, January 31, 1973
National Marketing Corporation vs. Federation of United Namarco Distributors, Inc.

FACTS

The National Marketing Corporation (NAMARCO) and the Federation of United Namarco Distributors, Inc. (FEDERATION) entered into a Contract of Sale on November 16, 1959. The contract stipulated that NAMARCO would sell imported goods to FEDERATION, with payment to be made on a cash basis upon delivery against negotiable shipping documents. To secure payment, NAMARCO accepted three domestic letters of credit from FEDERATION. In January and February 1960, NAMARCO delivered the goods—chewing gums, denims, and khaki twill—valued at over P600,000. FEDERATION accepted these deliveries but failed to make payment.
Subsequently, on March 2, 1960, FEDERATION and some of its members filed a separate complaint (Civil Case No. 42684) against NAMARCO for specific performance and damages, alleging NAMARCO’s refusal to deliver the remaining goods under the contract. In that case, NAMARCO filed its answer but did not include a counterclaim for the unpaid price of the already-delivered goods. It was only later, after the dismissal of FEDERATION’s complaint, that NAMARCO instituted the present collection suit to recover the purchase price.

ISSUE

The primary issue is whether NAMARCO’s claim for the unpaid purchase price of the delivered goods is barred for failure to assert it as a compulsory counterclaim in the prior suit (Civil Case No. 42684) filed by FEDERATION.

RULING

No, NAMARCO’s claim is not barred. The Supreme Court ruled that a compulsory counterclaim must be one that is mature and existing at the time the answer is filed in the prior action. At the time NAMARCO filed its answer in Civil Case No. 42684, its right to collect the purchase price had not yet accrued because the obligation to pay was not yet due and demandable. The Contract of Sale required payment on a cash basis upon delivery against shipping documents. The deliveries in question were made after NAMARCO had already filed its answer in the prior case. Therefore, the cause of action for the price of those specific deliveries did not exist at the pleading stage of the first suit; it matured only upon FEDERATION’s failure to pay after receiving the goods. Since the claim was not a matured, enforceable obligation when NAMARCO served its answer, it could not be deemed a compulsory counterclaim that was waived. The Court emphasized that the rules on compulsory counterclaims are designed to avoid multiplicity of suits but do not compel a party to plead a claim that has not yet accrued. Consequently, NAMARCO was correct in filing a separate and independent action for collection. The decision of the lower court ordering FEDERATION to pay the sum was affirmed.