G.R. No. L-5935, March 22, 1912
STRACHAN & MACMURRAY, plaintiffs-appellees, vs. SEGUNDO EMALDI, defendant-appellant.

FACTS

The plaintiffs, doing business under the firm name “Strachan and MacMurray,” filed a complaint to recover an unpaid balance of P3,878.50 from the defendant, Segundo Emaldi, for a traction engine and accessories sold to him. The complaint alleged that the firm was a duly registered partnership. However, evidence revealed that the partnership was actually an irregular, unregistered commercial partnership composed of William MacMurray and John Young. The trial court rendered judgment in favor of MacMurray and Young as individual members of the firm. The defendant appealed, arguing that the unregistered partnership lacked juridical personality to sue.

ISSUE

Whether an irregular, unregistered commercial partnership has the capacity to institute or maintain an action in its firm name.

RULING

No. An irregular, unregistered commercial partnership lacks juridical personality and cannot sue in its partnership name. However, the individual members of such a partnership may jointly maintain a suit. In this case, although the complaint was filed in the partnership name, the evidence established that William MacMurray and John Young were the real parties in interest. The trial court effectively treated the complaint as amended to reflect them as plaintiffs. The defendant, having engaged in business transactions with the partnership over several years, is estopped from denying the right of the individual partners to sue. The technical defect in the complaint did not prejudice the defendant’s substantial rights. The judgment of the lower court was affirmed.