G.R. No. L-7154, February 21, 1912
ELEANOR ERICA STRONG, ET AL., plaintiffs-appellees, vs. FRANCISCO GUTIERREZ REPIDE, defendant-appellant.

FACTS

Prior to October 10, 1903, plaintiff Eleanor Erica Strong owned 800 shares of stock in the Philippine Sugar Estates Development Company, Ltd. On that date, defendant Francisco Gutierrez Repide fraudulently obtained possession of these shares. Strong filed an action (Case No. 2365) to annul the sale and recover the shares. The trial court declared the sale fraudulent and void, ordering the return of the shares or, alternatively, payment of their value (P138,352.71). This judgment was eventually affirmed by the U.S. Supreme Court on May 3, 1909. On July 27, 1909, the judgment was satisfied by Repide returning 800 equivalent shares (identical in kind and value, though with different certificate numbers) and Strong paying him P14,159.29. During the period Repide held the shares (from October 10, 1903, to July 27, 1909), he collected dividends totaling P19,200, which he refused to surrender to Strong. Strong then filed this separate action to recover those dividends.

ISSUE

1. Whether the satisfaction of the judgment in the prior action (Case No. 2365) for the recovery of the shares bars the present action for dividends collected by Repide during his possession.
2. Whether Repide is entitled to interest on the amount (P14,159.29) he was to receive from Strong for the entire period from October 10, 1903, to July 27, 1909.

RULING

1. No, the present action for dividends is not barred. The prior action was essentially one for rescission of a fraudulent sale and recovery of the shares themselves, not merely a money judgment. The valuation in the prior judgment was merely an alternative remedy in case the shares could not be returned. Since the sale was declared fraudulent and void, Repide never acquired valid title to the shares and thus had no right to the dividends. The dividends collected after the trial court’s 1904 judgment (for 19051908) could not have been included in that earlier action, as they accrued post-judgment. Therefore, a separate action to recover them is proper.
2. No, Repide is not entitled to interest for the entire period. The trial court correctly limited Repide’s interest recovery to the period from October 10, 1903, to January 12, 1904. The record shows that Strong made a valid tender of the amount due to Repide on January 12, 1904, which Repide refused. A valid tender stops the running of interest. Repide’s claim that he could not accept the tender because he was not the owner of the shares is untenable, as the prior final judgment established that the fraudulent sale was between him and Strong, making him the proper party to receive the tender.

The appealed judgment is AFFIRMED.