- Petitioner
- Caltex (Philippines)
- Respondent
- Pnoc Shipping
- Citation
- G.R. No. 150711
- Court
- Supreme Court
- Division
- Third Division
- Ponente
- Carpio, J.
- Decided
- August 10, 2006
Summary
Caltex obtained a final judgment against LUSTEVECO for P230,430.66 plus attorney's fees and costs. Unknown to Caltex, LUSTEVECO had transferred all its tanker and bulk business assets to PSTC under an Agreement of Assumption of Obligations, with PSTC expressly assuming all related obligations including Caltex's pending case. When Caltex could not execute against LUSTEVECO due to asset foreclosure, it sued PSTC to honor the assumption agreement. The Supreme Court ruled that PSTC is bound by its express commitment to assume LUSTEVECO's obligations and that Caltex, as an affected creditor, is a real party in interest who can enforce the agreement. The Court emphasized that corporate asset transfers cannot prejudice creditors and that allowing PSTC to renege would constitute fraud. This case establishes important precedent on corporate successor liability and creditor protection in asset transfers.