G.R. No. L-30896 April 28, 1983 JOSE O. SIA, petitioner, vs. THE PEOPLE OF THE PHILIPPINES, respondent.

DE

ASTRO, J.:

Petition for review of the decision of the Court of Appeals affirming the decision of the Court of First Instance of Manila convicting the appellant of estafa, under an information which reads: That in, about or during the period comprised between !ul" #$, %&'( and )ecember (%, %&'(, both dates inclusive, in the Cit" of Manila, Philippines, the said accused did then and there willfull", unlawfull" and feloniousl" defraud the Continental *an+, a ban+ing institution dul" organi,ed and doing business in the Cit" of Manila, in the following manner, to wit: the said accused, in his capacit" as president and general manager of the Metal Manufacturing of the Philippines, Inc. -M.MAP/ and on behalf of said compan", obtained deliver" of %01 M2T Cold 3olled 4teel 4heets valued at P 5%,1#(.'1 under a trust receipt agreement under 62C 7o. '(2%1&, which cold rolled steel sheets were consigned to the Continental *an+, under the e8press obligation on the part of said accused of holding the said steel sheets in trust and selling them and turning over the proceeds of the sale to the Continental *an+9 but the said accused, once in possession of the said goods, far from compl"ing with his aforesaid obligation and despite demands made upon him to do so, with intent to defraud, failed and refused to return the said cold rolled sheets or account for the proceeds thereof, if sold, which the said accused willfull", unlawfull" and feloniousl" misappropriated, misapplied and converted to his own personal use and benefit, to the damage and pre:udice of the said Continental *an+ in the total amount of P%$',;%;.';, that is the balance including the interest after deducting the sum of P#;,5('.$5 deposited b" the said accused with the ban+ as marginal deposit and forfeited b" the said from the value of the said goods, in the said sum of P5%,1#(.'1. -<riginal 3ecords, p. %/. In reviewing the evidence, the Court of Appeals came up with the following findings of facts which the 4olicitor =eneral alleges should be conclusive upon this Court: There is no debate on certain antecedents: Accused !ose 1. 4ia sometime prior to #$ Ma", %&'(, was =eneral Manager of the Metal Manufacturing Compan" of the Philippines, Inc. engaged in the manufacture of steel office e>uipment9 on (% Ma", %&'(, because his compan" was in need of raw materials to be imported from abroad, he applied for a letter of credit to import steel sheets from Mitsui *ussan ?aisha, 6td. of To+"o, !apan, the application being directed to the Continental *an+, herein complainant, .8hibit * and his application having been approved, the letter of credit was opened on 0 !une, %&'( in the amount of @%;,(11, .8hibit )9 and the goods arrived sometime in !ul", %&'( according to accused himself, tsn. II:59 now from here on there is some debate on the evidence9 according to Complainant *an+, there was permitted deliver" of the steel sheets onl" upon e8ecution of a trust receipt, .8hibit A9 while according to the accused, the goods were delivered to him sometime before he e8ecuted that trust receipt in fact the" had alread" been converted into steel office e>uipment b" the time he signed said trust receipt, tsn. II:;9 but there is no >uestion A and this is not debated A that the bill of e8change issued for the purpose of collecting the unpaid account thereon having fallen due -see .8h. */ neither accused nor his compan" having made pa"ment thereon notwithstanding demands, .8h. C and CA%, dated %5 and #5 )ecember, %&'(, and the accounts having reached the sum in pesos of P$',;%;.'; after deducting his deposit valued at P#;,5('.$59 that was the reason wh" upon complaint b" Continental *an+, the Fiscal filed the information after preliminar" investigation as has been said on ## <ctober, %&'$. -3ollo BCAC, pp. %1(A %1$/. The first issue raised, which in effect combines the first three errors assigned, is whether petitioner !ose <. 4ia, having onl" acted for and in behalf of the Metal Manufacturing Compan" of the Philippines -Metal Compan", for short/ as President thereof in dealing with the complainant, the Continental *an+, -*an+ for short/ he ma" be liable for the crime charged. In discussing this >uestion, petitioner proceeds, in the meantime, on the assumption that the acts imputed to him would constitute the crime of estafa, which he also disputes, but see+s to avoid liabilit" on his theor" that the *an+ +new all along that petitioner was dealing with him onl" as an officer of the Metal Compan" which was the true and actual applicant for the letter of credit -.8hibit */ and which, accordingl", assumed sole obligation under the trust receipt -.8hibit A/. In disputing the theor" of petitioner, the 4olicitor =eneral relies on the general principle that when a corporation commits an act which would constitute a punishable offense under the law, it is the responsible officers thereof, acting for the corporation, who would be punished for the crime, The Court of Appeals has subscribed to this view when it >uoted approvingl" from the decision of the trial court the following: A corporation is an artificial person, an abstract being. If the defense theor" is followed unscrupulousl" legions would form corporations to commit swindle right and left where nobod" could be convicted, for it would be futile and ridiculous to convict an abstract being that can not be pinched and confined in :ail li+e a natural, living person, hence the result of the defense theor" would be hopeless chose in business and finance. It is completel" untenable. -3ollo BCAC, p. %1;./

The aboveA>uoted observation of the trial court would seem to be merel" restating a general principle that for crimes committed b" a corporation, the responsible officers thereof would personall" bear the criminal liabilit". -People vs. Tan *oon ?ong, 0$ Phil. '15. 4ee also Tolentino, Commercial 6aws of the Philippines, p. '#0, citing cases./ The case cited b" the Court of Appeals in support of its standATan *oon ?ong case, supra-ma" however not be s>uarel" applicable to the instant case in that the corporation was directl" re>uired b" law to do an act in a given manner, and the same law ma+es the person who fails to perform the act in the prescribed manner e8pressl" liable criminall". The performance of the act is an obligation directl" imposed b" the law on the corporation. 4ince it is a responsible officer or officers of the corporation who actuall" perform the act for the corporation, the" must of necessit" be the ones to assume the criminal liabilit"9 otherwise this liabilit" as created b" the law would be illusor", and the deterrent effect of the law, negated. In the present case, a distinction is to be found with the Tan *oon ?ong case in that the act alleged to be a crime is not in the performance of an act directl" ordained b" law to be performed b" the corporation. The act is imposed b" agreement of parties, as a practice observed in the usual pursuit of a business or a commercial transaction. The offense ma" arise, if at all, from the peculiar terms and condition agreed upon b" the parties to the transaction, not b" direct provision of the law. The intention of the parties, therefore, is a factor determinant of whether a crime was committed or whether a civil obligation alone intended b" the parties. Dith this e8planation, the distinction adverted to between the Tan *oon ?ong case and the case at bar should come out clear and meaningful. In the absence of an e8press provision of law ma+ing the petitioner liable for the criminal offense committed b" the corporation of which he is a president as in fact there is no such provisions in the 3evised Penal Code under which petitioner is being prosecuted, the e8istence of a criminal liabilit" on his part ma" not be said to be be"ond an" doubt. In all criminal prosecutions, the e8istence of criminal liabilit" for which the accused is made answerable must be clear and certain. The ma8im that all doubts must be resolved in favor of the accused is alwa"s of compelling force in the prosecution of offenses. This Court has thus far not ruled on the criminal liabilit" of an officer of a corporation signing in behalf of said corporation a trust receipt of the same nature as that involved herein. In the case of Samo vs. People, 6A%5'1(A1$, Ma" (%, %&'#, the accused was not clearl" shown to be acting other than in his own behalf, not in behalf of a corporation. The ne8t >uestion is whether the violation of a trust receipt constitutes estafa under Art. (%0 -%AB#C/ of the 3evised Penal Code, as also raised b" the petitioner. De now entertain grave doubts, in the light of the promulgation of P.). %%0 providing for the regulation of trust receipts transaction, which is a ver" comprehensive piece of legislation, and includes an e8press provision that if the violation or offense is committed b" a corporation, partnership, association or other :uridical entities the penalt" provided for in this )ecree shall be imposed upon the directors, officers, emplo"ees or other officials or persons therein responsible for the offense, without pre:udice to civil liabilities arising from the criminal offense. The >uestion that suggests itself is, therefore, whether the provisions of the 3evised Penal Code, Article (%0, par. % -b/ are not ade>uate to :ustif" the punishment of the act made punishable b" P.). %%0, that the necessit" was felt for the promulgation of the decree. To answer this >uestion, it is imperative to ma+e an indepth anal"sis of the conditions usuall" embodied in a trust receipt to best their legal sufficienc" to constitute the basis for holding the violation of said conditions as estafa under Article (%0 of the 3evised Penal Code which P.). %%0 now see+s to punish e8pressl". As e8ecuted, the trust receipt in >uestion reads: I2D. E.3.*F A=3.. T< E<6) 4AI) =<<)4 I7 T3G4T F<3 TE. 4AI) *A7? as its propert" with libert" to sell the same for its account but without authorit" to ma+e an" other disposition whatsoever of the said goods or an" part thereof -or the proceeds thereof/ either wa" of conditional sale, pledge or otherwise9 In case of sale I2we further agree to hand the proceeds as soon as received to the *A7? to appl" against the relative acceptance -as described above/ and for the pa"ment of an" other indebtedness of mine2ours to C<7TI7.7TA6 *A7?. -<riginal 3ecords, p. %1;/ <ne view is to consider the transaction as merel" that of a securit" of a loan, and that the trust element is but and inherent feature of the securit" aspect of the arrangement where the goods are placed in the possession of the Hentrustee,H to use the term used in P.). %%0, violation of the element of trust not being intended to be in the same concept as how it is understood in the criminal sense. The other view is that the ban+ as the owner and HentrustorH delivers the goods to the Hentrustee, H with the authorit" to sell the goods, but with the obligation to give the proceeds to the HentrustorH or return the goods themselves if not sold, a trust being thus created in the full sense as contemplated b" Art. (%0, par. % -b/. De consider the view that the trust receipt arrangement gives rise onl" to civil liabilit" as the more feasible, before the promulgation of P.). %%0. The transaction being contractual, the intent of the parties should govern. 4ince the trust receipt has, b" its nature, to be e8ecuted upon the arrival of the goods imported, and ac>uires legal standing as such receipt onl" upon acceptance b" the Hentrustee,H the trust receipt transaction itself, the antecedent acts consisting of the application of the 62C, the approval of the 62C and the ma+ing of the marginal deposit and the effective importation of the goods, all through the efforts of the importer who has to find his supplier, arrange for the pa"ment and shipment of the imported goodsAall these circumstances would negate an" intent of sub:ecting the importer to criminal prosecution, which could possibl" give rise to a case of imprisonment for nonApa"ment of a debt. The parties, therefore, are deemed to have consciousl" entered into a purel" commercial transaction that could give rise onl" to civil liabilit", never to sub:ect the HentrusteeH to criminal prosecution. Gnli+e, for instance, when several pieces of :ewelr" are received b" a person from the owner for sale on commission, and the former misappropriates for his personal use and benefit, either the :ewelries or the proceeds of the sale, instead of returning them to the owner as is his obligation, the ban+ is not in the same concept as the :ewelr" owner with full power of disposition of the goods, which the ban+ does not have, for the ban+ has previousl" e8tended a loan which the 62C represents to the importer, and b" that loan, the importer should be the real owner of the goods. If under the trust receipt the ban+ is made to appear as the owner, it was but an artificial e8pedient, more of a legal fiction than fact, for if it were reall" so, it could dispose of the goods in an" manner it wants, which it cannot do, :ust to give consistenc" with the purpose of the trust receipt of giving a stronger securit" for the loan obtained b" the importer. To consider the ban+ as the true owner from the inception of the transaction would be to disregard the loan feature thereof, a feature totall" absent in the case of the transaction between the :ewelA owner and his agent. Conse>uentl", if onl" from the fact that the trust receipt transaction is susceptible to two reasonable interpretation, one as giving rise onl" to civil liabilit" for the violation of the condition thereof, and the other, as generating also criminal liabilit", the former should be adopted as more favorable to the supposed offender. -)uran vs. CA, 6A(&50;, Ma" 5, %&5', 5% 4C3A ';9 People vs. Para"no, 6A#$;1$, !ul" 0, %&';, #$ 4C3A (9 People vs. Abendan, 6A%$;%, !anuar" #;,%&$&,;# Phil. 5%%9 People vs. *autista, 6A%01#, Ma" #$, %&$;, ;% Phil. 5;9 People vs. Abana, 6A(&, Februar" %, %&$', 5' Phil. %./ There is, moreover, one circumstance appearing on record, the significance of which should be properl" evaluated. As stated in petitioner s brief -page #/, not denied b" the People, Hbefore the Continental *an+ approved the application for a letter of credit -.8hibit ) /, subse>uentl" covered b" the trust

receipt, the Continental *an+ e8amined the financial capabilities of the applicant, Metal Manufacturing Compan" of the Philippines because that was the ban+ s standard procedure -Testimon" of Mr. .rnesto =arlit, Asst. Manager of the Foreign )epartment, Continental *an+, t.s.n., August (1, %&'0/. The Continental *an+ did not e8amine the financial capabilities of herein petitioner, !ose <. 4ia, in connection with the same letter of credit. - Ibid/. H From this fact, it would appear as positivel" established that the intention of the parties in entering into the Htrust receiptH agreement is merel" to afford a stronger securit" for the loan evidenced b" the letter of credit, ma" be not as an ordinar" pledge as observed in P.N.B. vs. Viuda e Hijos de Angel Jose, et al., '( Phil. ;%$, citing In re )unlap C -#1' Fed. 5#'/ but neither as a transaction falling under Article (%0A% -b/ of the 3evised Penal Code giving rise to criminal liabilit", as previousl" e8plained and demonstrated. It is worth" of note that the civil liabilit" imposed b" the trust receipt is e8clusivel" on the Metal Compan". 4pea+ing of such liabilit" alone, as one arising from the contract, as distinguished from the civil liabilit" arising out of a crime, the petitioner was never intended to be e>uall" liable as the corporation. Dithout being made so liable personall" as the corporation is, there would then be no basis for holding him criminall" liable, for an" violation of the trust receipt. This is made clearl" so upon consideration of the fact that in the violation of the trust agreement and in the absence of positive evidence to the contrar", onl" the corporation benefited, not the petitioner personall", "et, the allegation of the information is to effect that the misappropriation or conversion was for the personal use and benefit of the petitioner, with respect to which there is variance between the allegation and the evidence. It is also worth" of note that while the trust receipt spea+s of authorit" to sell, the fact is undisputed that the imported goods were to be manufactured into finished products first before the" could be sold, as the *an+ had full +nowledge of. This fact is, however, not embodied in the trust agreement, thus impressing on the trust receipt vagueness and ambiguit" which should not be the basis for criminal prosecution, in the event of a violation of the terms of the trust receipt. Again, P.). %%0 has e8press provision relative to the Hmanufacture or process of the good with the purpose of ultimate sale,H as a distinct condition from that of Hto sell the goods or procure their saleH -4ection $, -%/. 7ote that what is embodied in the receipt in >uestion is the sale of imported goods, the manufacture thereof not having been mentioned. The re>uirement in criminal prosecution, that there must be strict harmon", not variance, between the allegation and the evidence, ma" therefore, not be said to have been satisfied in the instance case. F<3 A66 TE. F<3.=<I7=, De reverse the decision of the Court of Appeals and hereb" ac>uit the petitioner, with costs de ofi io. 4< <3).3.). !on ep ion, Jr., "uerrero, Vas#ue$, %elova and "utierre$, JJ., on ur. &ernando, !J., 's olin, Plana, Abad Santos, JJ., on ur in t(e result.

S!p"r"#! Opi$io$%

TEEHAN&EE, J., on urring) In concur. Petitioner personall" cannot be charged and convicted for the crime of estafa for failure of the orporation -M.MAP/ represented b" him as president and general manager to pa" Hthe balance of P$',;%;.'; .... including the interest after deducting the sum of P#;,5('.$5H which sum, according to the ver" information, it was Hdeposited b" the said a used with the BContinentalC ban+ as marginal deposit and forfeited b" the said ban+ from the value of said goods, in the said sum of P 5%,1#(.'1H representing the value of the cold rolled steel sheets imported b" the orporation with the ban+ s financing under its letter of credit and released to the importer corporation under trust receipt in favor of the ban+. All these acts were orporate acts with the accused dul" representing the corporation as its president and general manager: the appli ation for ban+ financing, the deposit -which was from orporate funds, and not a deposit made b" the petitioner, as wrongl" alleged in the information/, the re eipt of the steel sheets, then manufa tured into finished products -which could not technicall" be done under the terms of the trust receipt re>uired b" the ban+, under which the ver" sheets were supposed to be sold b" the corporation/ and the non-pa*ment of the credit e8tended b" the ban+. There is not the slightest evidence nor intimation that these corporate acts were unauthori,ed or that petitioner personall* had committed an" fraud or deceit in connection therewith or that he hadpersonall* been responsible for or benefited from the corporation s failure to pa" the ban+ the balance due under the trust receipt. In the recent case of People vs. !uevo, =. 3. 7o. 6A#5'15, decided b" the Court on Ma" 5, %&;%, the Court, for lac+ of necessar" votes, affirmed the dismissal of the same charge of estafa, for nonApa"ment of the debt evidenced b" the trust receipt, b" the trial court presided b" !udge 3uperto ?apunan, !r. who ruled that Hthe holder of a trust receipt who disposed of the goods covered thereb" and in violation of its terms, failed to deliver to the ban+ the proceeds of the sale as pa"ment of the debt se ured b" the trust receiptH incurs onl* ivil and not riminal liabilit" for nonApa"ment of the debt thus incurred. I reiterate m" separate opinion therein supporting the more liberal interpretation that the trust receipt transaction Hgives rise onl" to ivil liabilit* on the part of the offenderH and holding that the ver" definition of a trust receipt, to wit,H -A/ trust receipt is considered as a se urit* transa tion intended to aid in finan ing importers and retail dealers who do not have sufficient funds or resources to finance the importation or purchase of merchandise, and who ma" not be able to ac>uire credit e8cept through utili,ation, as collateral, of the merchandise imported or purchased -0( Am. !r. &'%, cited in Samo vs. People, %%0 Phil. ($', ($&/, sustains the lower court s rationale in dismissing the information that the contract covered b" a trust receipt is merel* a se ured loan. The goods imported b" the small importer and retail dealer through the ban+ s financing remain of their own propert" and ris+ and the old apitalist orientation of putting t(em in jail for estafa for non-pa*ment of t(e se ured loan -granted after the" had been full" investigated b" the ban+ as good credit ris+s/ through the fi tion of the trust re eipt devi e should no longer be permitted in this da" and age.H II

The charge in the case at bar against petitionerAaccused must accordingl" be dismissed. 'ELEN IO-HERRERA, J., concurring and dissenting: I dissent in so far as the )ecision states that violation of the terms of a trust receipt does not constitute .stafa under Art. (%0, par. % -b/ of the 3evised Penal Code, for being contrar" to the rulings in People vs. Fu Chai Eo, 0( Phil. ;5$ -%&#;/9 PNB vs. Arro$al, +,- P(il. #%( -%&0;/, and Samo vs. People, 0 4C3A (00 -%&'#/. I concur in so far as the )ecision holds that petitioner should not be held liable for the crime of .stafa considering that in the cases above enumerated, the persons who e8ecuted the trust receipts acted in their own individual capacities unli+e in this case where petitioner acted for and on behalf of the Metal Manufacturing Compan", as its =eneral Manager, and was presumabl" authori,ed to do so. This Court has not as "et laid down a ruling on the criminal liabilit" of a corporation officer signing a trust receipt on behalf of the corporation, a trust receipt being essentiall" a financing transaction. It was onl" upon the promulgation of P) %%0 on !anuar" #&, %&5( that responsible directors, officers, emplo"ees or other officials of a corporation, partnership, associations or other :uridical entities are made e8pressl" responsible for violation of the terms of a trust receipt agreement committed b" said corporation, partnership, association or other :uridical entities. .a/asiar, J., dissent. 0(e !.A. de ision s(ould be affirmed. A#uino, J., dissent. I vote for t(e affirman e of t(e judgement of t(e !.A.

S!p"r"#! Opi$io$%

TEEHAN&EE, J., on urring) In concur. Petitioner personall" cannot be charged and convicted for the crime of estafa for failure of the orporation -M.MAP/ represented b" him as president and general manager to pa" Hthe balance of P $',;%;.'; .... including the interest after deducting the sum of P #;,5('.$5H which sum, according to the ver" information, it was Hdeposited b" the said a used with the BContinentalC ban+ as marginal deposit and forfeited b" the said ban+ from the value of said goods, in the said sum of P 5%,1#(.'1H representing the value of the cold rolled steel sheets imported b" the orporation with the ban+ s financing under its letter of credit and released to the importer corporation under trust receipt in favor of the ban+. All these acts were orporate acts with the accused dul" representing the corporation as its president and general manager: the appli ation for ban+ financing, the deposit -which was from orporate funds, and not a deposit made b" the petitioner, as wrongl" alleged in the information/, the re eipt of the steel sheets, then manufa tured into finished products -which could not technicall" be done under the terms of the trust receipt re>uired b" the ban+, under which the ver" sheets were supposed to be sold b" the corporation/ and the non-pa*ment of the credit e8tended b" the ban+. There is not the slightest evidence nor intimation that these corporate acts were unauthori,ed or that petitioner personall* had committed an" fraud or deceit in connection therewith or that he hadpersonall* been responsible for or benefited from the corporation s failure to pa" the ban+ the balance due under the trust receipt. In the recent case of People vs. !uevo, =. 3. 7o. 6A#5'15, decided b" the Court on Ma" 5, %&;%, the Court, for lac+ of necessar" votes, affirmed the dismissal of the same charge of estafa, for nonApa"ment of the debt evidenced b" the trust receipt, b" the trial court presided b" !udge 3uperto ?apunan, !r. who ruled that Hthe holder of a trust receipt who disposed of the goods covered thereb" and in violation of its terms, failed to deliver to the ban+ the proceeds of the sale as pa"ment of the debt se ured b" the trust receiptH incurs onl* ivil and not riminal liabilit" for nonApa"ment of the debt thus incurred. I reiterate m" separate opinion therein supporting the more liberal interpretation that the trust receipt transaction Hgives rise onl" to ivil liabilit* on the part of the offenderH and holding that the ver" definition of a trust receipt, to wit,H -A/ trust receipt is considered as a se urit* transa tion intended to aid in finan ing importers and retail dealers who do not have sufficient funds or resources to finance the importation or purchase of merchandise, and who ma" not be able to ac>uire credit e8cept through utili,ation, as collateral, of the merchandise imported or purchased -0( Am. !r. &'%, cited in 4amo vs. People, %%0 Phil. ($', ($&/, sustains the lower court s rationale in dismissing the information that the contract covered b" a trust receipt is merel* a se ured loan. The goods imported b" the small importer and retail dealer through the ban+ s financing remain of their own propert" and ris+ and the old apitalist orientation of putting t(em in jail for estafa for non-pa*ment of t(e se ured loan -granted after the" had been full" investigated b" the ban+ as good credit ris+s/ through the fi tion of the trust re eipt devi e should no longer be permitted in this da" and age.HI The charge in the case at bar against petitionerAaccused must accordingl" be dismissed. 'ELEN IO-HERRERA, J., concurring and dissenting: I dissent in so far as the )ecision states that violation of the terms of a trust receipt does not constitute .stafa under Art. (%0, par. % -b/ of the 3evised Penal Code, for being contrar" to the rulings in People vs. Fu Chai Eo, 0( Phil. ;5$ -%&#;/9 P7* vs. Arro,al, %1( Phil. #%( -%&0;/, and 4amo vs. People, 0 4C3A (00 -%&'#/.

I concur in so far as the )ecision holds that petitioner should not be held liable for the crime of .stafa considering that in the cases above enumerated, the persons who e8ecuted the trust receipts acted in their own individual capacities unli+e in this case where petitioner acted for and on behalf of the Metal Manufacturing Compan", as its =eneral Manager, and was presumabl" authori,ed to do so. This Court has not as "et laid down a ruling on the criminal liabilit" of a corporation officer signing a trust receipt on behalf of the corporation, a trust receipt being essentiall" a financing transaction. It was onl" upon the promulgation of P) %%0 on !anuar" #&, %&5( that responsible directors, officers, emplo"ees or other officials of a corporation, partnership, associations or other :uridical entities are made e8pressl" responsible for violation of the terms of a trust receipt agreement committed b" said corporation, partnership, association or other :uridical entities. .a/asiar, J., dissent. A#uino, J., dissent.

S!p"r"#! Opi$io$% TEEHAN&EE, J., on urring) In concur. Petitioner personall" cannot be charged and convicted for the crime of estafa for failure of the orporation -M.MAP/ represented b" him as president and general manager to pa" Hthe balance of P $',;%;.'; .... including the interest after deducting the sum of P #;,5('.$5H which sum, according to the ver" information, it was Hdeposited b" the said a used with the BContinentalC ban+ as marginal deposit and forfeited b" the said ban+ from the value of said goods, in the said sum of P 5%,1#(.'1H representing the value of the cold rolled steel sheets imported b" the orporation with the ban+ s financing under its letter of credit and released to the importer corporation under trust receipt in favor of the ban+. All these acts were orporate acts with the accused dul" representing the corporation as its president and general manager: the appli ation for ban+ financing, the deposit -which was from orporate funds, and not a deposit made b" the petitioner, as wrongl" alleged in the information/, the re eipt of the steel sheets, then manufa tured into finished products -which could not technicall" be done under the terms of the trust receipt re>uired b" the ban+, under which the ver" sheets were supposed to be sold b" the corporation/ and the non-pa*ment of the credit e8tended b" the ban+. There is not the slightest evidence nor intimation that these corporate acts were unauthori,ed or that petitioner personall* had committed an" fraud or deceit in connection therewith or that he hadpersonall* been responsible for or benefited from the corporation s failure to pa" the ban+ the balance due under the trust receipt. In the recent case of People vs. !uevo, =. 3. 7o. 6A#5'15, decided b" the Court on Ma" 5, %&;%, the Court, for lac+ of necessar" votes, affirmed the dismissal of the same charge of estafa, for nonApa"ment of the debt evidenced b" the trust receipt, b" the trial court presided b" !udge 3uperto ?apunan, !r. who ruled that Hthe holder of a trust receipt who disposed of the goods covered thereb" and in violation of its terms, failed to deliver to the ban+ the proceeds of the sale as pa"ment of the debt se ured b" the trust receiptH incurs onl* ivil and not riminal liabilit" for nonApa"ment of the debt thus incurred. I reiterate m" separate opinion therein supporting the more liberal interpretation that the trust receipt transaction Hgives rise onl" to ivil liabilit* on the part of the offenderH and holding that the ver" definition of a trust receipt, to wit,H -A/ trust receipt is considered as a se urit* transa tion intended to aid in finan ing importers and retail dealers who do not have sufficient funds or resources to finance the importation or purchase of merchandise, and who ma" not be able to ac>uire credit e8cept through utili,ation, as collateral, of the merchandise imported or purchased -0( Am. !r. &'%, cited in 4amo vs. People, %%0 Phil. ($', ($&/, sustains the lower court s rationale in dismissing the information that the contract covered b" a trust receipt is merel* a se ured loan. The goods imported b" the small importer and retail dealer through the ban+ s financing remain of their own propert" and ris+ and the old apitalist orientation of putting t(em in jail for estafa for non-pa*ment of t(e se ured loan -granted after the" had been full" investigated b" the ban+ as good credit ris+s/ through the fi tion of the trust re eipt devi e should no longer be permitted in this da" and age.HI The charge in the case at bar against petitionerAaccused must accordingl" be dismissed. 'ELEN IO-HERRERA, J., concurring and dissenting: I dissent in so far as the )ecision states that violation of the terms of a trust receipt does not constitute .stafa under Art. (%0, par. % -b/ of the 3evised Penal Code, for being contrar" to the rulings in People vs. Fu Chai Eo, 0( Phil. ;5$ -%&#;/9 P7* vs. Arro,al, %1( Phil. #%( -%&0;/, and 4amo vs. People, 0 4C3A (00 -%&'#/. I concur in so far as the )ecision holds that petitioner should not be held liable for the crime of .stafa considering that in the cases above enumerated, the persons who e8ecuted the trust receipts acted in their own individual capacities unli+e in this case where petitioner acted for and on behalf of the Metal Manufacturing Compan", as its =eneral Manager, and was presumabl" authori,ed to do so. This Court has not as "et laid down a ruling on the criminal liabilit" of a corporation officer signing a trust receipt on behalf of the corporation, a trust receipt being essentiall" a financing transaction. It was onl" upon the promulgation of P) %%0 on !anuar" #&, %&5( that responsible directors, officers, emplo"ees or other officials of a corporation, partnership, associations or other :uridical entities are made e8pressl" responsible for violation of the terms of a trust receipt agreement committed b" said corporation, partnership, association or other :uridical entities. .a/asiar, J., dissent.

A#uino, J., dissent.