162 SUPREME COURT REPORTS ANNOTATED

Mangila vs. Court of Appeals

*
G.R. No. 125027. August 12, 2002.

ANITA MANGILA, petitioner, vs. COURT OF APPEALS

and LORETA GUINA, respondents.

Actions; Attachments; Pleadings and Practice; A party to a

suit may, at any time after filing the complaint, avail of the
provisional remedies under the Rules of Court, and, specifically,
Rule 57 on preliminary attachment speaks of the grant of the
remedy “at the commencement of the action or at any time
thereafter.”—As a preliminary note, a distinction should be made
between issuance and implementation of the writ of attachment.
It is necessary to distinguish between the two to determine when
jurisdiction over the person of the defendant should be acquired to
validly implement the writ. This distinction is crucial in resolving
whether there is merit in petitioner’s argument. This Court has
long settled the issue of when jurisdiction over the person of the
defendant should be acquired in cases where a party resorts to
provisional remedies. A party to a suit may, at any time after
filing the complaint, avail of the provisional remedies under the
Rules of Court. Specifically, Rule 57 on preliminary attachment
speaks of the grant of the remedy “at the commencement of the
action or at any time thereafter.” This phrase refers to the date of
filing of the complaint which is the moment that marks “the
commencement of the action.” The reference plainly is to a time
before summons is served on the defendant, or even before
summons issues.

_______________

* THIRD DIVISION.

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 VOL. 387, AUGUST 12, 2002 163

Mangila vs. Court of Appeals

Same; Same; The grant of the provisional remedy of

attachment involves three stages—the issuance by the court of the
order granting the application, the issuance of the writ of
attachment pursuant to the order, and the implementation of the
writ; For the initial two stages, it is not necessary that jurisdiction
over the person of the defendant be first obtained, but once the
implementation of the writ commences, the court must have
acquired jurisdiction over the defendant.—Furthermore, we have
held that the grant of the provisional remedy of attachment
involves three stages: first, the court issues the order granting the
application; second, the writ of attachment issues pursuant to the
order granting the writ; and third, the writ is implemented. For
the initial two stages, it is not necessary that jurisdiction over the
person of the defendant be first obtained. However, once the
implementation of the writ commences, the court must have
acquired jurisdiction over the defendant for without such
jurisdiction, the court has no power and authority to act in any
manner against the defendant. Any order issuing from the Court
will not bind the defendant.
Same; Same; Summons by Publication; If the defendant’s
whereabouts could not be ascertained after the sheriff had served
the summons at her given address, then plaintiff should
immediately ask the court for service of summons by publication
on the defendant; The condition of a resident temporarily out of the
country is the exact situation contemplated in Section 16, Rule 14
of the Rules of Civil Procedure, providing for service of summons
by publication.—The rules provide for certain remedies in cases
where personal service could not be effected on a party. Section
14, Rule 14 of the Rules of Court provides that whenever the
defendant’s “whereabouts are unknown and cannot be ascertained
by diligent inquiry, service may, by leave of court, be effected
upon him by publication in a newspaper of general circulation x x
x.” Thus, if petitioner’s whereabouts could not be ascertained after
the sheriff had served the summons at her given address, then
respondent could have immediately asked the court for service of
summons by publication on petitioner. Moreover, as private
respondent also claims that petitioner was abroad at the time of
the service of summons, this made petitioner a resident who is
temporarily out of the country. This is the exact situation
contemplated in Section 16, Rule 14 of the Rules of Civil
Procedure, providing for service of summons by publication.
 Same; Same; An alias summons belatedly served on a
defendant cannot be deemed to cure the fatal defect in the
enforcement of the writ of preliminary attachment.—In conclusion,
we hold that the alias summons belatedly served on petitioner
cannot be deemed to have cured the fatal defect in the
enforcement of the writ. The trial court cannot enforce such a

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164 SUPREME COURT REPORTS ANNOTATED

Mangila vs. Court of Appeals

coercive process on petitioner without first obtaining jurisdiction

over her person. The preliminary writ of attachment must be
served after or simultaneous with the service of summons on the
defendant whether by personal service, substituted service or by
publication as warranted by the circumstances of the case. The
subsequent service of summons does not confer a retroactive
acquisition of jurisdiction over her person because the law does
not allow for retroactivity of a belated service.
Same; Venue; A mere stipulation on the venue of an action is
not enough to preclude parties from bringing a case in other
venues—the parties must be able to show that such stipulation is
exclusive; Venue stipulations in a contract, while considered valid
and enforceable, do not as a rule, supersede the general rule set
forth in Rule 4 of the Revised Rules of Court.—The Rules of Court
provide that parties to an action may agree in writing on the
venue on which an action should be brought. However, a mere
stipulation on the venue of an action is not enough to preclude
parties from bringing a case in other venues. The parties must be
able to show that such stipulation is exclusive. Thus, absent words
that show the parties’ intention to restrict the filing of a suit in a
particular place, courts will allow the filing of a case in any venue,
as long as jurisdictional requirements are followed. Venue
stipulations in a contract, while considered valid and enforceable,
do not as a rule supersede the general rule set forth in Rule 4 of
the Revised Rules of Court. In the absence of qualifying or
restrictive words, they should be considered merely as an
agreement on additional forum, not as limiting venue to the
specified place.
Same; Same; Parties; Sole Proprietorships; A sole
proprietorship does not have a separate juridical personality that
could enable it to file a suit in court—there is no law authorizing
sole proprietorships to file a suit in court.—In the instant case, it
was established in the lower court that petitioner resides in San
Fernando, Pampanga while private respondent resides in
Parañaque City. However, this case was brought in Pasay City,
where the business of private respondent is found. This would
have been permissible had private respondent’s business been a
corporation, just like the case in Sy v. Tyson Enterprises, Inc.
However, as admitted by private respondent in her Complaint in
the lower court, her business is a sole proprietorship, and as such,
does not have a separate juridical personality that could enable it
to file a suit in court. In fact, there is no law authorizing sole
proprietorships to file a suit in court. A sole proprietorship does
not possess a juridical personality separate and distinct from the
personality of the owner of the enterprise. The law merely
recognizes the existence of a sole proprietorship as a form of
business organization conducted for profit by a single individual
and requires its proprietor or owner to secure

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Mangila vs. Court of Appeals

licenses and permits, register its business name, and pay taxes to
the national government. The law does not vest a separate legal
personality on the sole proprietorship or empower it to file or
defend an action in court.
Same; Same; Same; Same; It is the residence of the proprietor
which should be considered as one of the proper venues, not the
business address of the sole proprietorship.—Thus, not being
vested with legal personality to file this case, the sole
proprietorship is not the plaintiff in this case but rather Loreta
Guina in her personal capacity. In fact, the complaint in the lower
court acknowledges in its caption that the plaintiff and defendant
are Loreta Guina and Anita Mangila, respectively. The title of the
petition before us does not state, and rightly so, Anita Mangila v.
Air Swift International, but rather Anita Mangila v. Loreta
Guina. Logically then, it is the residence of private respondent
Guina, the proprietor with the juridical personality, which should
be considered as one of the proper venues for this case. All these
considered, private respondent should have filed this case either
in San Fernando, Pampanga (petitioner’s residence) or Parañaque
(private respondent’s residence). Since private respondent
(complainant below) filed this case in Pasay, we hold that the case
should be dismissed on the ground of improper venue.
Same; Same; The objective of the rules on venue to insure a
just and orderly administration of justice or the impartial and
evenhanded determination of every action and proceeding will not
be attained if the plaintiff is given unrestricted freedom to choose
where to file the complaint or petition.—The rules on venue, like
other procedural rules, are designed to insure a just and orderly
administration of justice or the impartial and evenhanded
determination of every action and proceeding. Obviously, this
objective will not be attained if the plaintiff is given unrestricted
freedom to choose where to file the complaint or petition.

PETITION for review on certiorari of a decision of the

Court of Appeals.

The facts are stated in the opinion of the Court.

     People’s Law Office for petitioner.
       R.D. Bagatsing & Associates for private respondent
Guina.

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166 SUPREME COURT REPORTS ANNOTATED

Mangila vs. Court of Appeals

CARPIO, J.:

The Case

This is a petition for review on certiorari under Rule

1
45 of
the Rules of Court, seeking to set aside the
2
Decision of the
Court of Appeals affirming the Decision of the Regional
Trial Court, Branch 108, Pasay City. The trial court upheld
the writ of attachment and the declaration of default on
petitioner while ordering her to pay private respondent
P109,376.95 plus 18 percent interest per annum, 25
percent attorney’s fees and costs of suit.

The Facts
Petitioner Anita Mangila (“petitioner” for brevity) is an
exporter of sea foods and doing business under the name
and style of Seafoods Products. Private respondent Loreta
Guina (“private respondent” for brevity) is the President
and General Manager of Air Swift International, a single
registered proprietorship engaged in the freight forwarding
business.
Sometime in January 1988, petitioner contracted the
freight forwarding services of private respondent for
shipment of petitioner’s products, such as crabs, prawns
and assorted fishes, to Guam (USA) where petitioner
maintains an outlet. Petitioner agreed to pay private
respondent cash on delivery. Private respondent’s invoice
stipulates a charge of 18 percent interest per annum on all
overdue accounts. In case of suit, the same invoice
stipulates attorney’s fees equivalent
3
to 25 percent of the
amount due plus costs of suit.
On the first shipment, petitioner requested for seven
days within which to pay private respondent. However, for
the next three shipments, March 17, 24 and 31, 1988,
petitioner failed to

_______________

1 Penned by Justice Quirino Abad Santos, Jr. with members Justices

Nathanael de Pano, Jr. and B.A. Adefuin-Dela Cruz; Docketed as C.A.
G.R. CV No. 25119.
2 Penned by Judge Priscilla Mijares.
3 Rollo, p. 97.

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Mangila vs. Court of Appeals

pay private 4 respondent shipping charges amounting to

P109,376.95.
Despite several demands, petitioner never paid private
respondent. Thus, on June 10, 1988, private respondent
filed Civil Case No. 5875 before the Regional Trial Court of
Pasay City for collection of sum of money.
On August 1, 1988, the sheriff filed his Sheriff’s Return
showing that summons was not served on petitioner. A
woman found at petitioner’s house informed the sheriff
that petitioner transferred her residence to Sto. Niño,
Guagua, Pampanga. The sheriff found out5 further that
petitioner had left the Philippines for Guam.
Thus, on September 13, 1988, construing petitioner’s
departure from the Philippines as done with intent to
defraud her creditors, private respondent filed a Motion for
Preliminary Attachment. On September 26, 1988, 6the trial
court issued an Order of Preliminary Attachment against
petitioner. The following day, the trial court issued a Writ
of Preliminary Attachment.
The trial court granted the request of its sheriff for
assistance from their counterparts in RTC, Pampanga.
Thus, on October 28, 1988, Sheriff Alfredo San Miguel of
RTC Pampanga served on petitioner’s household help in
San Fernando, Pampanga, 7
the Notice of Levy with the
Order, Affidavit and Bond.
On November 7, 1988,8 petitioner filed an Urgent Motion
to Discharge Attachment without submitting herself to the
jurisdiction of the trial court. She pointed out that up to
then, she had not been served a copy of the Complaint and
the summons. Hence, petitioner claimed 9
the court had not
acquired jurisdiction over her person.
In the hearing of the Urgent Motion to Discharge
Attachment on November 11, 1988, private respondent
sought and was granted a

_______________

4Ibid.

5 Records of Civil Case No. 5875, p. 9 (hereinafter Records).

6Ibid., p. 23.
7 Rollo, p. 98.
8 Records, p. 31.
9 Rollo, p. 11.

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168 SUPREME COURT REPORTS ANNOTATED

Mangila vs. Court of Appeals

re-setting to December 9, 1988. On that date, private

respondent’s counsel did not appear, so the Urgent Motion
to Discharge
10
Attachment was deemed submitted for
resolution.
The trial court granted the Motion to Discharge
Attachment on January 13, 1989 upon filing of petitioner’s
counter-bond. The trial court, however, did not rule on the
question of jurisdiction and on the validity of the writ of
preliminary attachment.
On December 26, 1988, private respondent applied for
an alias summons,
11
which the trial court issued on January
19, 1989. It was only on January 12
26, 1989 that summons
was finally served on petitioner.
On February 9, 1989, petitioner filed a Motion to
Dismiss the Complaint on the ground of improper venue.
Private respondent’s invoice for the freight forwarding
service stipulates that “if court litigation becomes
necessary to enforce collection x x x the 13
agreed venue for
such action is Makati, Metro Manila.” Private respondent
filed an Opposition asserting that although “Makati”
appears as the stipulated venue, the same was merely an
inadvertence by the printing
14
press whose general manager
executed an affidavit admitting such inadvertence.
Moreover, private respondent claimed that petitioner knew
that private respondent
15
was holding office in Pasay City
and not in Makati. The lower court, finding credence in
private respondent’s assertion, denied the Motion to
Dismiss and gave petitioner five days to file her Answer.
Petitioner filed a Motion for Reconsideration but this too
was denied. 16
Petitioner filed her Answer on June 16, 1989,
maintaining her contention that the venue was improperly
laid.
On June 26, 1989, the trial court issued an Order setting
the pre-trial for July 18, 1989 at 8:30 a.m. and requiring
the parties to submit their pre-trial briefs. Meanwhile,
private respondent filed a

_______________

10 Ibid.
11 Records, p. 86.
12 Ibid., p. 91.
13 Ibid., p. 97.
14 Ibid., p. 102.
15 Ibid., p. 100.
16 Ibid., p. 131.

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VOL. 387, AUGUST 12, 2002 169

 Mangila vs. Court of Appeals

Motion to Sell Attached Properties but the trial court

denied the motion.
On motion of petitioner, the trial court issued an Order
resetting the pre-trial from July 18, 1989 to August 24,
1989 at 8:30 a.m.
On August 24, 1989, 17the day of the pre-trial, the trial
court issued an Order terminating the pre-trial and
allowing the private respondent to present evidence ex-
parte on September 12, 1989 at 8:30 a.m. The Order stated
that when the case was called for pre-trial at 8:31 a.m.,
only the counsel for private respondent appeared. Upon the
trial court’s second call 20 minutes later, petitioner’s
counsel was still nowhere to be found. Thus, upon motion of
private respondent, the pre-trial was considered
terminated.
On September 12, 1989, petitioner filed her Motion for
Reconsideration of the Order terminating the pre-trial.
Petitioner explained that her counsel arrived 5 minutes
after the second call, as shown by the transcript of
stenographic notes, and was late because of heavy traffic.
Petitioner claims that the lower court erred in allowing
private respondent to present evidence ex-parte since there
was no Order considering the petitioner as in default.
Petitioner contends that the Order of August 24, 1989 did
not state that petitioner was declared as in default but still
the court18 allowed private respondent to present evidence
ex-parte.
On October 6, 1989, the trial court denied the Motion for
Reconsideration and scheduled the presentation of private
respondent’s evidence ex-parte on October 10, 1989.
On October 10, 1989, petitioner filed an Omnibus
Motion stating that the presentation of evidence ex-parte
should be suspended because there was no declaration of
petitioner as in default and petitioner’s counsel was not
absent, but merely late.
On October
19
18, 1989, the trial court denied the Omnibus
Motion.
On November 20, 1989, the petitioner received a copy of
the Decision of November 10, 1989, ordering petitioner to
pay respondent

_______________
 17 Ibid., p. 161.
18 Rollo, p. 13.
19 Records, p. 182.

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170 SUPREME COURT REPORTS ANNOTATED

Mangila vs. Court of Appeals

P109,376.95 plus 18 percent interest per annum, 25

percent attorney’s fees and costs of suit. Private respondent
filed a Motion for Execution Pending Appeal but the trial
court denied the same.

The Ruling of the Court of Appeals

On December 15, 1995, the Court of Appeals rendered a

decision affirming the decision of the trial court. The Court
of Appeals upheld the validity of the issuance of the writ of
attachment and sustained the filing of the action in the
RTC of Pasay. The Court of Appeals also affirmed the
declaration of default on petitioner and concluded that the
trial court did not commit any reversible error.
Petitioner filed a Motion for Reconsideration on January
5, 1996 but the Court of Appeals denied the same in a
Resolution dated May 20, 1996. Hence, this petition.

The Issues

The issues raised by petitioner may be re-stated as follows:

I.

WHETHER RESPONDENT COURT ERRED IN NOT HOLDING

THAT THE WRIT OF ATTACHMENT WAS IMPROPERLY-
ISSUED AND SERVED;

II.

WHETHER THERE WAS A VALID DECLARATION OF

DEFAULT;

III.

WHETHER THERE WAS IMPROPER VENUE.

 IV.

WHETHER RESPONDENT COURT ERRED IN DECLARING

THAT PETITIONER IS OBLIGED TO PAY P109,376.95, PLUS
20
ATTORNEY’S FEES.

_______________

20 Rollo, pp. 13-14.

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Mangila vs. Court of Appeals

The Ruling of the Court

Improper Issuance and Service of Writ of Attachment

Petitioner ascribes several errors to the issuance and

implementation of the writ of attachment. Among
petitioner’s arguments are: first, there was no ground for
the issuance of the writ since the intent to defraud her
creditors had not been established; second, the value of the
properties levied exceeded the value of private respondent’s
claim. However, the crux of petitioner’s arguments rests on
the question of the validity of the writ of attachment.
Because of failure to serve summons on her before or
simultaneously with the writ’s implementation, petitioner
claims that the trial court had not acquired jurisdiction
over her person and thus the service of the writ is void.
As a preliminary note, a distinction should be made
between issuance and implementation of the writ of
attachment. It is necessary to distinguish between the two
to determine when jurisdiction over the person of the
defendant should be acquired to validly implement the
writ. This distinction is crucial in resolving whether there
is merit in petitioner’s argument.
This Court has long settled the issue of when
jurisdiction over the person of the defendant should be
acquired in cases where a party resorts to provisional
remedies. A party to a suit may, at any time after filing the
complaint, avail of the provisional remedies under the
Rules of Court. Specifically, Rule 57 on preliminary
attachment speaks of the grant of the remedy “at the 21
commencement of the action or at any time thereafter.”
This phrase refers to the date of filing of the complaint
which is the moment that marks “the commencement of the
action.” The reference plainly is to a time before summons
is served on the defendant, or even before summons issues.22
In Davao Light & Power Co., Inc. v. Court of Appeals,
this Court clarified the actual time when jurisdiction
should be had:

_______________

21 Section 1, Rule 57, Rules of Court.

22 204 SCRA 343 (1991).

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172 SUPREME COURT REPORTS ANNOTATED

Mangila vs. Court of Appeals

“It goes without saying that whatever be the acts done by the
Court prior to the acquisition of jurisdiction over the person of
defendant—issuance of summons, order of attachment and writ of
attachment—these do not and cannot bind and affect the
defendant until and unless jurisdiction over his person is
eventually obtained by the court, either by service on him of
summons or other coercive process or his voluntary submission to
the court’s authority. Hence, when the sheriff or other proper
officer commences implementation of the writ of attachment, it is
essential that he serve on the defendant not only a copy of the
applicant’s affidavit and attachment bond, and of the order of
attachment, as explicitly required by Section 5 of Rule 57, but also
the summons addressed to said defendant as well as a copy of the
complaint x x x.” (Emphasis supplied.)

Furthermore, we have held that the grant of the

provisional remedy of attachment involves three stages:
first, the court issues the order granting the application;
second, the writ of attachment issues pursuant to the order
granting the writ; and third, the writ is implemented. For
the initial two stages, it is not necessary that jurisdiction
over the person of the defendant be first obtained. However,
once the implementation of the writ commences, the court
must have acquired jurisdiction over the defendant for
without such jurisdiction, the court has no power and
authority to act in any manner against the defendant. Any 23
order issuing from the Court will not bind the defendant.
In the instant case, the Writ of Preliminary Attachment
was issued on September 27, 1988 and implemented on
October 28, 1988. However, the alias summons was served
only on January 26, 1989 or almost three months after the
implementation of the writ of attachment.
The trial court had the authority to issue the Writ of
Attachment on September 27 since a motion for its
issuance can be filed “at the commencement of the action.”
However, on the day the writ was implemented, the trial
court should have, previously or simultaneously with the
implementation of the writ, acquired jurisdiction over the
petitioner. Yet, as was shown in the records of the case, the
summons was actually served on petitioner several months
after the writ had been implemented.

_______________

23 Cuartero v. Court of Appeals, 212 SCRA 260 (1992).

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Mangila vs. Court of Appeals

Private respondent, nevertheless, claims that the prior or

contemporaneous service of summons contemplated in
Section 5 of Rule 57 provides for exceptions. Among such
exceptions are “where the summons could not be served
personally or by substituted service despite diligent efforts
or where the defendant is a resident temporarily absent
therefrom x x x.” Private respondent asserts that when she
commenced this action, she tried to serve summons on
petitioner but the latter could not be located at her
customary address in Kamuning, Quezon24 City or at her
new address in Guagua, Pampanga. Furthermore,
respondent claims that petitioner was not even in
Pampanga; rather, she was in Guam purportedly on a
business trip.
Private respondent never showed that she effected
substituted service on petitioner after her personal service
failed. Likewise, if it were true that private respondent
could not ascertain the whereabouts of petitioner after a
diligent inquiry, still she had some other recourse under
the Rules of Civil Procedure.
The rules provide for certain remedies in cases where
personal service could not be effected on a party. Section
14, Rule 14 of the Rules of Court provides that whenever
the defendant’s “where-abouts are unknown and cannot be
ascertained by diligent inquiry, service may, by leave of
court, be effected upon him by publication in a newspaper
of general circulation x x x.” Thus, if petitioner’s
whereabouts could not be ascertained after the sheriff had
served the summons at her given address, then respondent
could have immediately asked the 25court for service of
summons by publication on petitioner.
Moreover, as private respondent also claims that
petitioner was abroad at the time of the service of
summons, this made petitioner a resident who is
temporarily out of the country. This is the exact

_______________

24 Rollo, p. 102.
25 UCPB v. Ongpin, G.R. No. 146593, October 26, 2001, 368 SCRA 464.
Sec. 14. Service upon defendant, whose identity or whereabouts are
unknown.—In any action where the defendant is designated as an
unknown owner, or the like, or whenever his whereabouts are unknown
and cannot be ascertained by diligent inquiry, service, may, by leave of
court, be effected upon him by publication in a newspaper of general
circulation and in such places and for such time as the court may order.

174

174 SUPREME COURT REPORTS ANNOTATED

Mangila vs. Court of Appeals
26
situation contemplated in Section 16, Rule 14 of the Rules
of Civil Procedure, providing for service of summons by
publication.
In conclusion, we hold that the alias summons belatedly
served on petitioner cannot be deemed to have cured the
fatal defect in the enforcement of the writ. The trial court
cannot enforce such a coercive process on petitioner
without first obtaining jurisdiction over her person. The
preliminary writ of attachment must be served after or
simultaneous with the service of summons on the
defendant whether by personal service, substituted service
or by27publication as warranted by the circumstances of the
case. The subsequent service of summons does not confer
a retroactive acquisition of jurisdiction over her person
because the law does not allow for retroactivity of a belated
service.

Improper Venue

Petitioner assails the filing of this case in the RTC of Pasay

and points to a provision in private respondent’s invoice
which contains the following:

“3. If court litigation becomes necessary to enforce collection, an

additional equivalent (sic) to 25% of the principal amount will be
charged. The agreed venue for such action is Makati, Metro
28
Manila, Philippines.”

_______________

26 Sec. 15. Extraterritorial service.—x x x, service, may, by leave of

court, be effected out of the Philippines by personal service as under
section 6 or by publication in a newspaper of general circulation in such
places and for such time as the court may order, in which case a copy of
the summons and order of the court shall be sent by registered mail to the
last known address of the defendant, or in any other manner the court
may deem sufficient. x x x
Sec. 16. Residents temporarily out of the Philippines.—When any action
is commenced against a defendant who ordinarily resides within the
Philippines, but who is temporarily out of it, service, may, by leave of
court, be also effected out of the Philippines, as under the preceding
section.
27 See note 25.
28 Supra, note 13.

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Mangila vs. Court of Appeals

Based on this provision, petitioner contends that the action

should have been instituted in the RTC of Makati and to do
otherwise would be a ground for the dismissal of the case.
We resolve to dismiss the case on the ground of improper
venue but not for the reason stated by petitioner.
 The Rules of Court provide that parties to an action may
agree in 29writing on the venue on which an action should be
brought. However, a mere stipulation on the venue of an
action is not enough 30to preclude parties from bringing a
case in other venues. The parties must be able to show
that such stipulation is exclusive. Thus, absent words that
show the parties’ intention to restrict the filing of a suit in
a particular place, courts will allow the filing of a case in
any venue, as long as jurisdictional requirements are
followed. Venue stipulations in a contract, while considered
valid and enforceable, do not as a rule supersede the
general31
rule set forth in Rule 4 of the Revised Rules of
Court. In the absence of qualifying or restrictive words,
they should be considered merely as an agreement on
additional
32
forum, not as limiting venue to the specified
place.
In the instant case, the stipulation does not limit the
venue exclusively to Makati. There are no qualifying or
restrictive words in the invoice that would evince the
intention of the parties that Makati is the “only or
exclusive” venue where the action could be instituted. We
therefore agree with private respondent that Makati is not
the only venue where this case could be filed.

_______________

29 Rule 4 of the Revised Rules of Civil Procedure.

Sec. 4. When Rule not applicable.—This Rule shall not apply—

x x x.
(b) Where the parties have validly agreed in writing before the filing of the
action on the exclusive venue thereof.

30 Langkaan Realty Development, Inc. v. UCPB, 347 SCRA 542 (2000).

31 Supena v. Dela Rosa, 267 SCRA 1 (1999) citing Philippine Banking
Corporation v. Tensuan, 230 SCRA 913 (1994); Unimasters
Conglomeration, Inc. v. Court of Appeals, 267 SCRA 759 (1997).
32 Ibid.

176

176 SUPREME COURT REPORTS ANNOTATED

Mangila vs. Court of Appeals

Nevertheless, we hold that Pasay is not the proper venue

for this case.
 Under the 1997 Rules of Civil Procedure, the general
rule is venue in personal actions is “where the defendant or
any of the defendants resides or may be found, or where
the plaintiff or any
33
of the plaintiffs resides, at the election
of the plaintiff.” The exception to this rule is when the
parties agree on an exclusive venue other than the places
mentioned in the rules. But, as we have discussed, this
exception is not applicable in this case. Hence, following
the general rule, the instant case may be brought in the
place of residence of the plaintiff or defendant, at the
election of the plaintiff (private respondent herein).
In the instant case, the residence of private respondent
(plaintiff in the lower court) was not alleged in the
complaint. Rather, what was alleged was the postal
address of her sole proprietorship, Air Swift International.
It was only when private respondent testified in court,
after petitioner was declared in default, that she mentioned
her residence to be in Better Living Subdivision,
Parañaque City. 34
In the earlier case of Sy v. Tyson Enterprises, Inc. the
reverse happened. The plaintiff in that case was Tyson
Enterprises, Inc., a corporation owned and managed by
Dominador Ti. The complaint, however, did not allege the
office or place of business of the corporation, which was in
Binondo, Manila. What was alleged was the residence of
Dominador Ti, who lived in San Juan, Rizal. The case was
filed in the Court of First Instance of Rizal, Pasig. The
Court there held that the evident purpose of alleging the
address of the corporation’s president and manager was to
justify the filing of the suit in Rizal, Pasig instead of in
Manila. Thus, the Court ruled that there was no question
that venue was improperly laid in that case and held that
the place of business of Tyson Enterprises, Inc. is
considered as its residence for purposes of venue.
Furthermore, the Court held that the residence of its
president is not the residence of the corporation because a
corporation has a personality separate and distinct from
that of its officers and stockholders.

_______________

33 Rule 4, Section 2.
34 119 SCRA 367 (1982).

177
 VOL. 387, AUGUST 12, 2002 177
Mangila vs. Court of Appeals

In the instant case, it was established in the lower 35

court
that petitioner resides in San Fernando, Pampanga 36
while
private respondent resides in Parañaque City. However,
this case was brought in Pasay City, where the business of
private respondent is found. This would have been
permissible had private respondent’s business been a
corporation, just like the case in Sy v. Tyson Enterprises,
Inc. However,
37
as admitted by private respondent in her
Complaint in the lower court, her business is a sole
proprietorship, and as such, does not have a separate
juridical
38
personality that could enable it to file a suit in
court. In fact, there is no law 39
authorizing sole
proprietorships to file a suit in court.
A sole proprietorship does not possess a juridical
personality separate and distinct
40
from the personality of
the owner of the enterprise. The law merely recognizes
the existence of a sole proprietorship as a form of business
organization conducted for profit by a single individual and
requires its proprietor or owner to secure licenses and
permits, register its business
41
name, and pay taxes to the
national government. The law does not vest a separate
legal personality on the sole proprietorship
42
or empower it
to file or defend an action in court.
Thus, not being vested with legal personality to file this
case, the sole proprietorship is not the plaintiff in this case
but rather Loreta Guina in her personal capacity. In fact,
the complaint in the lower court acknowledges in its
caption that the plaintiff and defendant are Loreta Guina
and Anita Mangila, respectively. The title of the petition
before us does not state, and rightly so, Anita Mangila v.
Air Swift International, but rather Anita Mangila v. Loreta
Guina. Logically then, it is the residence of private respon-

_______________

35 Records, p. 31.
36 TSN, October 24, 1989, p. 2.
37 Records, p. 1.
38 Yao Ka Sin Trading v. Court of Appeals, 209 SCRA 763 (1992) citing
Jariol, Jr. v. Sandiganbayan, 188 SCRA 475 (1990).
39 Juasing Hardware v. Hon. Mendoza, 201 Phil. 369; 115 SCRA 783
(1982), also cited in the Yao Ka Sin Trading case.
 40 Ibid.
41 Ibid.
42 Ibid.

178

178 SUPREME COURT REPORTS ANNOTATED

Mangila vs. Court of Appeals

dent Guina, the proprietor with the juridical personality,

which should be considered as one of the proper venues for
this case.
All these considered, private respondent should have
filed this case either in San Fernando, Pampanga
(petitioner’s residence) or Parañaque (private respondent’s
residence). Since private respondent (complainant below)
filed this case in Pasay, we hold that the case should be
dismissed on the ground of improper venue.
Although petitioner filed an Urgent Motion to Discharge
Attachment in the lower court, petitioner expressly stated
that she was filing the motion without submitting to the
jurisdiction of the court. At that time, petitioner had not 43
been served the summons and a copy of the complaint. 44
Thereafter, petitioner timely filed a Motion to Dismiss on
the ground of improper venue. Rule 16, Section 1 of the
Rules of Court provides that a motion to dismiss may be
filed “[W]ithin the time for but before filing the answer to
the complaint or pleading asserting a claim.” Petitioner 45
even raised the issue of improper venue in his Answer as
a special and affirmative defense. Petitioner also continued
to raise46 the issue of improper venue in her Petition for
Review before this Court. We thus hold that the dismissal
of this case on the ground of improper venue is warranted.
The rules on venue, like other procedural rules, are
designed to insure a just and orderly administration of
justice or the impartial and evenhanded determination of
every action and proceeding. Obviously, this objective will
not be attained if the plaintiff is given unrestricted
47
freedom
to choose where to file the complaint or petition.
We find no reason to rule on the other issues raised by
petitioner.
WHEREFORE, the petition is GRANTED on the
grounds of improper venue and invalidity of the service of
the writ of attach-
 _______________

43 Records, p. 31.
44 Ibid., p. 107.
45 Ibid., p. 131.
46 Rollo, p. 1.
47 Sy v. Tyson Enterprises, Inc., see note 34.

179

VOL. 387, AUGUST 12, 2002 179

People vs. Atadero

ment. The decision of the Court of Appeals and the order of

respondent judge denying the motion to dismiss are
REVERSED and SET ASIDE. Civil Case No. 5875 is
hereby dismissed without prejudice to refiling it in the
proper venue. The attached properties of petitioner are
ordered returned to her immediately.
SO ORDERED.

     Puno (Chairman) and Panganiban, JJ., concur.

     Sandoval-Gutierrez, J., On leave.

Petition granted, decision reversed and set aside.

Notes.—It is well-settled that a writ of preliminary

attachment may be validly applied for and granted even
before the defendant is summoned or is heard from. (Oñate
vs. Abrogar, 230 SCRA 181 [1994])
The main purpose of a preliminary attachment is to
preserve the status quo and not to grant the very subject of
the petition on the merits. (Jao & Company, Inc. vs. Court
of Appeals, 251 SCRA 391 [1995])

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