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REPUBLIC OF THE PHILIPPINES

REGIONAL TRIAL COURT


SANTIAGO CITY
BRANCH 36

EVELYN ALVAREZ-DEWITT
In her personal capacity as
stockholder and as
representative of the
directors and stockholders CIVIL CASE No. 4130
of ALVAREZ-VERGARA ICE
PLANT AND COLD STORAGE “ACCION PUBLICIANA”
CORPORATION,
Plaintiff,

- versus -

CHEERS TRADESTAR INC.


Represented by ANGEL B.
SARANGAYA AND FRANCIS
K. SARANGAYA,
Defendant.
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REPLY

Plaintiff EVELYN ALVAREZ-DEWITT (“Evelyn” for brevity) in her


capacity as stockholder, as representative of stockholders, and as
representative of the directors of ALVAREZ-VERGARA ICE PLANT
AND COLD STORAGE CORPORATION by counsel, unto to this
Honorable Court, most respectfully state:

1. The defense of the respondent that the plaintiff - Evelyn


has no legal capacity to sue is not true. The plaintiff has the legal
capacity to sue as a stockholder and as representative of the
stockholders and board of directors of ALVAREZ-VERGARA ICE
PLANT AND COLD STORAGE (AVIPCS). Please see resolution,
attached herein as Annex “A”, appointing Evelyn as representative
of the defunct corporation.
2. It appears that defendant wrongly appreciated the facts
of the case in the LRC Case No. 36-6432. In this case, the
application for reconstitution of title was not granted due to the fact
that the two titles were not lost but are in the possession of Vicente
A. Alvarez Jr.

3. The defendant herein claims (see Annexes “5A” to “5F”


of Answer) that there were exchanges of communication between
them and Evelyn regarding the sale of the property, in which they
honored the authority of Evelyn to transact on behalf of AVIPCSC
but does not honor the representation of the plaintiff as
representative of the defunct corporation in filing the present case
of ejectment (i.e., accion publiciana). In the case of Samelo vs.
Manotok Services, Inc., GR. No. 170509, dated June 27, 2012
the Supreme Court stated:

“The Rules of Court protects the respondent, as lessor, from being


questioned by the petitioner, as lessee, regarding its title or better right
of possession over the subject premises. Section 2(b), Rule 131 of the
Rules of Court states that the tenant is not permitted to deny the title of
his landlord at the time of the commencement of the relation of landlord
and tenant between them. Article 1436 of the Civil Code likewise states
that a lessee or a bailee is estopped from asserting title to the thing
leased or received, as against the lessor or bailor.”

As indicated in the Certificate of Title, the property is registered


under the name of AVIPCSC, and after its demand to pay and
vacate, it has the right of possession of the subject property.

4. The plaintiff is not solely claiming the ownership and


possession of the property subject of the suit. The plaintiff is
claiming the right of the shareholders she represents. Attached
herein as “Annex B” is the affidavit executed by Eduardo and
Elenita Alvarez, stockholders of the defunct corporation.

5. The interest of the decedent in the shares of stock of the


corporation redounded to the benefit of the heirs at the time of
death, therefore, the plaintiff as one of the heirs of the deceased
stockholders have the right over the shares of her ascendants as
stated in Art. 774 and 777 of the Civil Code, to quote:

“Art. 774. Succession is a mode of acquisition by virtue of which the


property, rights and obligations to the extent of the value of the
inheritance, of a person are transmitted through his death to
another or others either by his will or by operation of law.”
“Art. 777. The rights to the succession are transmitted from the
moment of the death of the decedent.”

Therefore, the shares of stock of the deceased majority


stockholders redounded to their heirs who happens to be Elenita,
Eduardo, Vicente and Evelyn, all surnamed Alvarez.

6. The Board Resolution have force and effect. The


document was signed by the parties and duly notarized by a notary
public.

The IMPLIED NEW LEASE invoked by the respondent has


been terminated since June, 2015 when the plaintiff demanded the
respondents to pay unpaid rentals and to vacate the premises.
Again, an implied new lease created pursuant to Article 1670 of the
Civil Code, expressly provides:
Article 1670. If at the end of the contract the lessee should
continue enjoying the thing leased for fifteen days with the
acquiescence of the lessor, and unless a notice to the
contrary by either party has previously been given, it is
understood that there is an implied new lease, not for the period
of the original contract, but for the time established in Articles
1682 and 1687. The other terms of the original contract shall be
revived.

Article 1687 of the Civil Code on implied new lease provides:

Article 1687. If the period for the lease has not been fixed, it is
understood to be from year to year, if the rent agreed upon is
annual; from month to month, if it is monthly; from week to
week, if the rent is weekly; and from day to day, if the rent is
to be paid daily.

In the present case since the rent was paid on a monthly


basis, the period of lease is considered to be from month to month,
in accordance with Article 1687 of the Civil Code. A lease from
month to month is considered to be one with a definite period
which expires at the end of each month upon a demand to vacate
by the lessor.
When the respondent sent a notice to vacate to the petitioner
on June 2015 the tacita reconduccion was terminated, and the
contract is deemed to have expired at the end of that month. A
notice to vacate constitutes an express act on the part of the lessor
that it no longer consents to the continued occupation by the lessee
of its property. After such notice, the lessees’ right to continue
in possession ceases and possession becomes one of detainer.
Please take judicial notice of the pronouncement of the
Supreme Court in the case of Samelo vs. Manotok Services, Inc.,
GR. No. 170509, dated June 27, 2012.
7. The defendants are not being singled-out. Defendant
herein is the only one who was not able to enter into a new contract
with the new corporation created by the stockholders of the defunct
AVIPCSC. Furthermore, it is the only lessee who acts as if it is
the owner of the building by imposing its own terms on the
usage of the building and of the warehouse.

PRAYER

WHEREFORE, Plaintiff herein most respectfully pray that the


Petition to eject defendant CHEERS TRADESTAR INC. from the
subject premises be granted immediately and to re-install
possession over the subject premises to plaintiff herein.

Other measures of relief, just and equitable under the


premises are likewise prayed for.

Santiago City, 24 July 2017.

ATTY. FERNANDO R. TULLAO, CPA


Counsel for the Plaintiff
2F Insular Life Bldg. Maharlika Highway,
Villasis, Santiago City
Mobile Number 09778295050
Attorney’s Roll No. 62914
IBP No. 1049558/ 01-05-17/Isa.
PTR No. 2050119/ 01-03-17/ Isa.
MCLE Compliance No. V-0024119/ October 10, 2016
ATTY. ERIC P. SUBIA
Counsel for the Plaintiff
Marasat Grande, San Mateo, Isabela
Mobile Number 0917-7020325
Attorneys Roll No. 53387
IBP Lifetime Member No. 011277
PTR No. 8315313/01-24-17/Isa.
MCLE Compliance No. IV-0022484
*MCLE Compliance No. V (on process)
*(Attended MCLE on May 17, 18, 19 & 20, 2017 with the
ChanRobles Law Net, Inc. in affiliation with the De La Salle
University (DLSU)-College of Law

COPY FURNISHED:

DIRIGE LAW OFFICE


Centro East, Santiago City

EXPLANATION FOR FILING AND SERVING


THROUGH REGISTERED MAIL

In compliance with Section 11, Rule 13 of the Rules of Court,


counsel manifests that the foregoing REPLY TO ANSWER will
be filed and served by registered mail due to the considerable
distance between the offices of undersigned counsel and the
Honorable Court and the other parties which render personal
service impracticable.