Banking #7 and 19
G.R. No. 169334
September 8, 2006
!"$% G. &R%N'%, petitioner, &R%N'%, petitioner, vs. ()((N! '!(*S" NS+R%N$! $*R(*R%"*N, $*R(*R%"*N, B%NG* S!N"R% NG ((N%S and (R&! S%-NGS B%N, Respondents. B%N, Respondents.
(onente (onente Ynares-Santiago, J.
'o/trine Solida Solidary ry liabili liability ty cannot cannot attach attach to the BS BSP, P, in its capac capacity ity as governme government nt regulator of banks, and the PD! as statutory receiver under R.". #o. $%&', because they are the principal government agencies mandated by la( to determine the )nancial viability of banks banks and *uasi*uasi-ban banks, ks, and facil facilita itate te recei receiver vershi ship p and li*uid li*uidati ation on of closed closed )nanc )nancia iall institutions, upon a factual determination of the latter+s insolvency. a/t eticia . iranda /iranda0 (as a depositor of Prime Savings Bank. She (ithdre( substantial amounts from her account, but instead of cash she opted to be issued a crossed cashier+s check in the sum of P1,&22,222 and cashier+s check in the amount of P',221,222. Petitioner deposited the t(o checks into her account in another bank on the same day, ho(ever, ho(ever, Bangko Bangko Sentral Sentral ng Pilipi Pilipinas nas /BSP0 /BSP0 suspende suspended d the clearing clearing privileges privileges of Prime Prime Savings Bank e3ective 1422 p.m. of 5une ', 6777. 8he t(o checks of petitioner (ere returned returned to her unpaid. Subse*uently, Prime Prime Savings Bank declared declared a bank holiday. holiday. 8he BSP placed Prime Savings Bank under the receivership of the Philippine Deposit nsurance !orporation /PD!0. Petitioner )led a civil action for sum of money in the Regional 8rial !ourt to recover the funds from her unpaid checks against Prime Savings Bank, PD! and the BSP. 8he court rendered rendered 9udgment against defendants and ordered ordered them to pay the plainti3. :n appeal, the !ourt of "ppeals reversed the trial court and ruled in favor of the PD! and BSP, dismissing the case against them, (ithout pre9udice to the right of petitioner to )le her claim before the court designated to ad9udicate on claims against Prime Savings Bank. Petitioner+s Petitioner+s motion for reconsideration (as denied. ;ence, this petition. e
6.
1.
Petitioner contends that she ceased to be a depositor upon (ithdra(al of her deposit and the issuance of the t(o cashier=s checks to her. "s a holder in due course of the cashier=s checks as de)ned under Sections &1 and 676 of the #egotiable nstruments a(, she is an assignee of the funds of Prime Savings Bank as dra(er thereof and entitled to its immediate payment.62 Petitioner ne>t argues that the present claim is not a disputed claim in contemplation of Section '2 of the #e( !entral Bank "ct. Since disputed claims refer to all claims, (hether they be against the assets of the insolvent bank, for speci)c performance, breach of contract, or damages, it is manifest that petitioner=s claim cannot fall (ithin the purvie( of a disputed claim because she is recovering assigned funds (hich are segregated monies of Prime Savings Bank.66 Petitioner further states that by the mere issuance of the cashier=s check, the funds represented by the check are transferred from the credit of the maker to that of the payee or holder. ;ence, petitioner alleges that she cannot be placed on the same footing (ith the ordinary creditors of the bank because Section '2 of R.". #o. $%&' is for e*uality among creditors. She avers that she is not a creditor thus is entitled to the immediate payment of her claim, pursuant to Section 6?7 of the #egotiable nstruments a( and e>isting 9urisprudence. She argues that putting her on e*ual footing (ith ordinary creditors, (ould contravene the provisions of the #egotiable nstruments a( and (ould greatly diminish her rights as a holder in due course of said t(o cashier=s checks.61 Petitioner also argues that respondents PD! and BSP contrary to Sections 6?& and 6?7 of the #egotiable nstruments a( have caused damage to the petitioner and should be held solidarily liable by indemnifying the petitioner for the value of the t(o cashier=s checks.6' Respondents, on the other hand, state that the mere issuance of the cashier=s checks did not operate as assignment of funds in favor of the petitioner. 8hey argue that even prior to the issuance of the cashier=s checks, the bank (as already cashstrapped, (hich negates petitioner=s claim that there (as an assignment of funds in her favor.6@ 8here can be no assignment of funds (hen there is no funds to speak of in the )rst place. 8hey like(ise argue that the cashier=s checks issued to petitioner (ere not certi)ed but crossed, hence, there (as no assignment of funds made by the cashier or manager of respondent Prime Savings Bank-Santiago !ity Branch as it had insuAcient funds to meet the said checks either in its cash vault or (ith respondent BSP to clear the said checks.6&
Respondents argue that the instant case involves a disputed claim of sum of money against a closed )nancial institution. Sections '2 and '6 of R.". #o. $%&', e>clusively vests the authority to assess, evaluate and determine the condition of any bank (ith the BSP, (hile the PD! has the primary responsibility of acting as receiver or li*uidator of the closed )nancial institution.6% Since the relationship bet(een petitioner and Prime Savings Bank is one of creditor and debtor, petitioner should )le her claim (ith the li*uidation court constituted precisely for purposes of ad9udicating claims against the bank in accordance (ith the rules on concurrence and preference of credits.6$ Respondent PD! alleges that it (as impleaded in its representative capacity as the receiverli*uidator of the closed institution, therefore, it has no direct, personal and solidary liability for the payment of the t(o cashier=s checks. ts involvement came about only because a bank under receivership or li*uidation cannot sue or be sued e>cept through its receiver or li*uidator.6? Respondent BSP also insists that not being a party to the said checks nor for imposing sanctions on co-respondent Prime Savings Bank, is not liable on the said crossed cashier=s checks.67 "nent the )rst issue, the t(o cashier=s checks issued by Prime Savings Bank do not constitute an assignment of funds in the hands of the petitioner as there (ere no funds to speak of in the )rst place. 8he bank (as )nancially insolvent for sometime, even before the issuance of the checks on 5une ', 6777. "s the !ourt of "ppeals correctly ruled, the issuance of the cashier=s checks to petitioner did not constitute an assignment of funds, of (hich there (as practically none at the time these (ere issued, as the bank (as in dire )nancial straits for some time.12 "s regards the second issue, the claim lodged by the petitioner *uali)es as a disputed claim sub9ect to the 9urisdiction of the li*uidation court. Regular courts do not have 9urisdiction over actions )led by claimants against an insolvent bank, unless there is a clear sho(ing that the action taken by the BSP, through the onetary Board in the closure of )nancial institutions (as in e>cess of 9urisdiction, or (ith grave abuse of discretion. 8he po(er and authority of the onetary Board to close banks and li*uidate them thereafter (hen public interest so re*uires is an e>ercise of the police po(er of the State. Police po(er, ho(ever, is sub9ect to 9udicial in*uiry. t may not be e>ercised arbitrarily or unreasonably and could be set aside if it is either capricious, discriminatory, (himsical, arbitrary, un9ust, or is tantamount to a denial of due process and e*ual protection clauses of the !onstitution.16 CDisputed claimsC refer to all claims, (hether they be against the assets of the insolvent bank, for speci)c performance, breach of contract, damages, or (hatever.11 Petitioner=s claim (hich involved the payment of the t(o cashier=s checks that (ere not honored by Prime Savings Bank due to its closure falls (ithin the ambit of a claim against the assets of the insolvent bank. 8he issuance of the cashier=s checks by Prime Savings Bank to the petitioner created a debtorcreditor relationship bet(een them. 8his disputed claim should therefore be lodged in the li*uidation proceedings by the petitioner as creditor, since the closure of Prime
Savings Bank has rendered all claims subsisting at that time moot (hich can best be threshed out by the li*uidation court and not the regular courts. t is (ell-settled in both la( and 9urisprudence that the !entral onetary "uthority, through the onetary Board, is vested (ith e>clusive authority to assess, evaluate and determine the condition of any bank, and )nding such condition to be one of insolvency, or that its continuance in business (ould involve a probable loss to its depositors or creditors, forbid bank or non-bank )nancial institution to do business in the Philippines and shall designate an oAcial of the BSP or other competent person as receiver to immediately take charge of its assets and liabilities.1' n !entral Bank of the Philippines v. De la !ruE,1@ (e held that the actions of the onetary Board in proceedings on insolvency are e>plicitly declared by la( to be C)nal and e>ecutory.C 8hey may not be set aside, or restrained, or en9oined by the courts, e>cept upon Cconvincing proof that the action is plainly arbitrary and made in bad faith. ;ence, as clearly laid do(n in :ng v. !ourt of "ppeals,1& the rationale behind 9udicial li*uidation is intended to prevent multiplicity of actions against the insolvent bank. t is a pragmatic arrangement designed to establish due process and orderliness in the li*uidation of the bank, to obviate the proliferation of litigations and to avoid in9ustice and arbitrariness. 8he la(making body contemplated that for convenience, only one court, if possible, should pass upon the claims against the insolvent bank and that the li*uidation court should assist the Superintendent of Banks and regulate his operations. Regarding the third issue, it is only Prime Savings Bank that is liable to pay for the amount of the t(o cashier=s checks. Solidary liability cannot attach to the BSP, in its capacity as government regulator of banks, and the PD! as statutory receiver under R.". #o. $%&', because they are the principal government agencies mandated by la( to determine the )nancial viability of banks and *uasi-banks, and facilitate receivership and li*uidation of closed )nancial institutions, upon a factual determination of the latter=s insolvency. "s correctly pointed out by the !ourt of "ppeals, the BSP should not be held liable on the crossed cashier=s checks for it (as not a party to the issuance of the same nor can it be held liable for imposing the sanctions on Prime Savings Bank (hich indirectly a3ected iranda, since it is mandated under Sec. '$ of R.". #o. $%&' to act accordingly.1% 8he BSP, through the onetary Board (as (ell (ithin its discretion to e>ercise this po(er granted by la( to issue a resolution suspending the interbank clearing privileges of Prime Savings Bank, having made a factual determination that the bank had de)cient cash reserves deposited before the BSP. 8here is no sho(ing that the BSP abused this discretionary po(er conferred upon it by la(. n addition, co-respondent PD! (as impleaded as a party-litigant only in its representative capacity as the receiverli*uidator of Prime Savings Bank. Both BSP and PD! cannot therefore be held directly and solidarily liable for the payment of the t(o cashier=s checks. Sole liability rests (ith Prime Savings Bank.
n the absence of fraud, the purchase of a cashier=s check, like the purchase of a draft on a correspondent bank, creates the relation of creditor and debtor, not that of principal and agent, (ith the result that the purchaser or holder thereof is not entitled to a preference over general creditors in the assets of the bank issuing the check, (hen it fails before payment of the check. ;o(ever, in a situation involving the element of fraud, (here a cashier=s check is purchased from a bank at a time (hen it is insolvent, as its oAcers kno( or are bound to kno( by the e>ercise of reasonable diligence, it has been held that the purchase is entitled to a preference in the assets of the bank on its li*uidation before the check is paid.1$ "s correctly found by the !ourt of "ppeals4 Prime Savings as a bank did not collapse overnight but (as hemorrhaging and in )nancial e>tremis for some time, a fact (hich could not have gone unnoticed by the bank oAcers. 8hey could not have issued in good faith checks for the total sum of P&,&21,222.22 kno(ing that the bank=s co3ers could not meet this.1? !learly, there (as fraud or the intent to deceive (hen the t(o cashier=s checks dated 5une ', 6777 (ere issued by Prime Savings Bank to the petitioner. n the distribution of assets of Prime Savings Bank, Section '6 of the #e( !entral Bank "ct (hich provides that CFiGn case of li*uidation of a bank or *uasibank, after payment of the cost of proceedings, including reasonable e>penses and fees of the receiver to be allo(ed by the court, the receiver shall pay the debts of such institution, under order of the court, in accordance (ith the rules on concurrence and preference of credit as provided in the !ivil !ode,C should apply. <;HRHI:RH, the petition is DH#HD. 8he Decision of the !ourt of "ppeals dated Iebruary 1', 122& and the Resolution dated 5uly $, 122&, in !"-.R. !J #o. $$&&%, are "IIRHD (ith the :DI!"8:# that petitioner eticia . iranda is entitled to a preference in the assets of Prime Savings Bank in its li*uidation for the amounts of P',221,222.22 and P1,&22,222.22, respectively stated in !ashier=s !heck #o. 2222222&6@ and 2222222&6? dated 5une ', 6777 in the proceedings before the li*uidation court designated to ad9udicate on all claims against Prime Savings Bank, in accordance (ith the rules on concurrence and preference of credits as provided in the !ivil !ode. S: :RDHRHD.
