Angeles vs. Uy Jr. 330 SCRA 6, 17 (2000)THIRD DIVISION[A.C. No. 5019. April 6, 2000]Judge ADORACION G. ANGELES,complainant,vs. Atty. THOMAS C. UY JR.,respondent.Spped joD E C I S I O NPANGANIBAN,J.:Lawyers must promptly account for money or property they receive on behalf of their clients. Failure to do so constitutes professional Misconduct and justifies the imposition of disciplinary sanctions.The Case and the FactsIn a letter dated February 11, 1999 addressed to the Office of the Chief Justice, Judge Adoracion G. Angeles of the Regional Trial Court of Caloocan City (Branch 121) charged Atty. Thomas C. Uy Jr. with violation of Canon 16 of the Code of Professional Responsibility. Complainant states that respondent's acts, which had earlier been held contemptible in her February 10, 1999 Order,[1]also rendered him administratively liable. In the said Order, she narrated the following facts:"When the case was called for the second time at 11 :25 o'clock in the morning, the private prosecutor Atty. Thomas C. Uy, Jr. appeared. In open court, accused Norma Trajano manifested that she had already settled in full the civil aspect in Crim. Case No. C-54177 (98) in the total amount of [t]hirty [s]ix [t]housand [f]ive [h]undred (P36,500.00) [p]esos. She further alleged that she paid P20,000.00 directly to the private complainant and the balance of P16,500.00 was delivered to Atty. Thomas C. Uy, Jr., the lawyer of the private complainant and accordingly produced in open court the receipt for such payment signed by no less than the aforesaid lawyer. Indeed, the civil liability of the accused had already been satisfied in full.Miso"However, the private complainant, Primitiva Malansing [Del Rosario] manifested that she did not receive the amount of [s]ixteen [t]housand [f]ive [h]undred (P16,500.00) [p]esos which was paid to his lawyer Atty. Thomas C. Uy, Jr., thereby constraining this court to direct Atty. Thomas C. Uy to turn over the money to the private complainant which he received in trust for his client. Atty. Uy however argued that his client did not like to accept the money but the assertion of the lawyer was belied by his own client, the herein private complainant, who manifested in open court x x x her willingness to accept the money. The Court again directed Atty. Uy to produce the money but the latter argued that he kept it in his office. Consequently, the Court suspended the proceedings to enable Atty. Uy to get the money from his law office which is located only at the second floor of the same building where this court is located."Unfortunately, it is already 12: 15 o'clock past noon but Atty. Uy did not show up anymore and not even his shadow appeared in Court."It cannot be denied that the act of Atty. Thomas Uy in deliberately failing to return to the Court [the] proceedings [of which] were suspended just because of his representations, mirrors not only an undisguised disobedience of a court order but also manifests his propensity to mock the dignity of the Court. Disgustingly, he deliberately ignored his solemn oath to conduct himself as befitting the status of an officer of the court."Indeed, this gross misbehavior of Atty. Uy cannot simply be ignored for it is a raw challenge to the authority of the Court."It must also be pointedly emphasized that Atty. Thomas Uy committed abrazen violationof the provisions of Canon 16 of the Code of Professional Responsibility, to wit:Nex old"x x xx x xx x x"Obviously, Atty. Thomas Uy fell short of the duties expected from him as a member of the bar."In compliance with this Court's March 24, 1999 Resolution, Respondent Uy[2]filed his Comment on June 7, 1999. Denying that he violated Canon 16 of the Code of Professional Responsibility, he explained:"1). In a criminal case, then pending before the Regional Trial Court, Branch 121 of Kalookan City, Metro Manila, presided by the complainant Honorable Adoracion G. Angeles, entitled 'People of the Philippines vs. Norma Trajano, et., al', Criminal Case No. C-54176-77 (98), Atty. Thomas C. Uy Jr., herein referred to as [r]espondent, was engaged as [p]rivate [p]rosecutor of the complainant therein, Mrs. Primitiva Malansin Del Rosario. At the outset Norma Trajano, accused in said criminal case, expressed her desire and offered to settle the civil aspect of the criminal case against her to which Primitiva Del Rosario acceded. On separate hearings, Norma Trajano made installment payments to Primitiva Del Rosario some of which payments were duly acknowledged by the latter in the presence of [r]espondent;"2). On a previously cancelled date of hearing of the aforesaid criminal case x x x on December 14, 1998, Norma Trajano went to the office of the [r]espondent at about 8:45 o'clock in the morning, x x x and met Mr. Romeo C. Jamisola Jr., who is acting as [r]espondent's personal secretary and at the same time the liason officer of the law firm De Veyra, Uy and Associates x x x. Mr[.] Romeo Jamisola Jr., is the lone staff of the law firm x x x. Respondent was at that time not in the office as he was attending a hearing before the Regional Trial Court, Branch 122, Kalookan City, Metro Manila. x x xMani kx"3). On the aforesaid date and time (December 14, 1998) at the office of the [r]espondent, Norma Trajano told Mr. Romeo Jamisola Jr. that she will make another partial payment to Primitiva M. Del Rosario because she cannot attend the hearing the following day (8[:]30 o'clock a.m. of December 15, 1999) before Judge Adoracion G. Angeles due to a conflict of schedule with her [other] case in the Regional Trial Court, Branch 19, Malolos, Bulacan, where she is likewise the accused for [e]stafa[.] Mr. Romeo Jamisola told Norma Trajano to wait for a while as he will fetch [r]espondent at the ground floor in the sala of the Honorable Remigio E. Zari. Respondent, upon being informed of the presence of Norma Trajano in the office of the [r]espondent by Romeo Jamisola Jr. went to his office and Norma Trajano immediately told [r]espondent that she knew that the setting for that day (December 14, 1998) was previously cancelled and that she cannot attend the hearing the following day (8[:]30 o'clock a.m. December 15, 1998) and further told the [r]espondent that she (Norma Trajano) will make another partial payment to Primitiva M. Del Rosario and that she will just leave her payment in the sum of [s]ixteen [t]housand [five hundred] [p]esos (P16,500.00), Philippine [c]urrency, in the office of the [r]espondent. Respondent then told Norma Trajano to inform Primitiva M. Del Rosario first but Norma Trajano replied that she will just call Primitiva [Del Rosario]. Nonetheless, [r]espondent told Romeo Jamisola Jr. to call Primitiva Del Rosario, using the office phone, and let her talk with Norma Trajano, and, if Primitiva Del Rosario agreed [r]espondent instructed Romeo Jamisola Jr., to just prepare a receipt. Respondent, fearing that his case (People vs. Rommel Senadrin et al. above-stated) might have been called in the calendar, immediately left the office and proceeded [at] the sala of the Honorable Remigio E. Zari. Respondent, after the hearing x x x, returned to his office and upon learning that his signature was affixed by Romeo Jamisola Jr. upon the insistence of Norma Trajano scolded Romeo Jamisola Jr. and for his unsuccessful attempt to contact first Primitiva Del Rosario before receiving the sum of money left by Norma Trajano;Maniks"4). The following day [o]n the morning of December 15, 1998 [r]espondent arrived at his office and met Primitiva Del Rosario and her daughter Aurora Del Rosario and immediately the trio appeared before the sala of Judge Adoracion G. Angeles in the hearing of the Norma Trajano case.Returning [to] the office of the [r]espondent after the hearing, Primitiva Del Rosario and Aurora Del Rosario, being earlier informed that on December 14, 1998 Norma Trajano went [to] his office and made partial payment in the sum of P16,500 thru Mr. Romeo Jamisola Jr., the [r]espondent told Mr. Romeo Jamisola to get the money from the filing cabinet and while the money in the envelope [was] being handed over to Primitiva Del Rosario, [the latter] and her daughter x x x, however, told [r]espondent to just let the money in the sum of P16,500.00 be kept at the office of the [r]espondent so that future payments of Norma Trajano will be save[d] in whole and for them to avoid spending the same as what had happened to the past installment payments of Norma Trajano.Respondent then acceded to the request of Primitiva Del Rosario and her daughter and told them that they can get the money anytime they want from the [r]espondent's office. Hence, the money was kept locked [in] the filing cabinet of the [r]espondent where he used to keep all his personal file[s].Manikan"5). On December 23, 1998, early before noon, Primitiva Del Rosario and her daughter Aurora Del Rosario, on a prior invitation, attended the Christmas Party of the office of [r]espondent and undersigned counsel. x x x Respondent, after the x x x lunch, instructed Mr. Romeo Jamisola Jr., to give the sum of money (P16,500.00) and for Primitiva Del Rosario to receive the same for fear of a repetition of a burglary incident before, where some cash and minor office appliances of undersigned were lost. Primitiva Del Rosario, however, insisted that said sum of money be kept at the office of the [r]espondent to save in whole the installment payments of Norma Trajano and that [was] the wish of her son Fernando 'Bong' Del Rosario, who is a long time friend and a compadre of the [r]espondent. Respondent, respecting the trust reposed upon him by Primitiva Del Rosario, her daughter Aurora Del Rosario, and son Fernando Del Rosario, acceded to hold in trust the said sum of [s]ixteen [t]housand [f]ive [h]undred (P16,500.00) [p]esos, Philippine [c]urrency, which [was] locked and safely kept [in] the filing cabinet of the [r]espondent until February 12, 1999; x x x;"6). On February 10, 1999 [during] the hearing of the Norma Trajano case before the Hon. Adoracion G. Angeles, [r]espondent appeared shortly before 10:30 o'clock in the morning, pursuant to a 'Motion to Call Case at 10:30 o'clock in the Morning x x x."7). When the said Norma Trajano [case] x x x was called on second call at 11[:]25 a.m., [i]n said February 10, 1999 hearing, respondent was first scolded by the Honorable Court (Judge Adoracion G. Angeles) x x x [for] giving more preference to the Metropolitan Trial Court than her Court. Resp[o]ndent, however, beg[ged the] indulgence of the Honorable Court (Judge Adoracion G. Angeles) and explained why [he] first attend[ed] the Mandaluyong hearing of Manny Chua's case, to wit; x x x.Oldmis o"8). That it was during the course of [the] litany of sermon, [i]n that hour, made by the Honorable Court addressed to the [r]espondent that Norma Trajano x x x butted in and informed the Honorable Court (Judge Adoracion G. Angeles) that she will be tendering another partial payment; it was at that moment that Judge Adoracion G. Angeles asked Norma Trajano how much had she paid Primitiva Del Rosario, and, Norma [T]rajano answered that she had already paid P36,500.00 as full payment for one case, and that of the P36,500, P20,000.00 was paid to Primitiva Del Rosario and HESITANTLY said that the P16,500 was paid to the [r]espondent. Judge Angeles then took the receipt from Norma Trajano and had it xeroxed by a personnel of the Court. The carbon duplicate original of the Receipt, dated [D]ecember 14, 1998, showing the receipt by the office of the [r]espondent, through Romeo Jamisola Jr., whose printed [name] was pre[ceded] by the word 'By', indicating that he received the sum of money on behalf of or in representation of the [r]espondent, is hereto [attached] and marked as ANNEX '5', to form part hereof;"9). That it was perhaps due to the belief [in] and the immediate impression of Judge Adoracion G. Angeles [of the] answer of Norma Traiano that prompted Judge Angeles to ask, instantaneously in a loud manner, Primitiva Del Rosario IN TAGALOG', the question, 'NATANGGAP MO BA KAY ATTY. UY ANG PERA NA P16,500.00?'. Primitiva Del Rosario, a seventy-year-old, who was shocked by the tone and the manner she was asked by Judge Angeles simply just answered 'HINDI PO, KASI GUSTO [KO] PO NA MABUO ANG PERA'. Primitiva Del Rosario, however, tried to explain her answer 'HINDI PO' and why she did not yet [receive] the money from the [r]espondent by raising her hand but was prevented by Judge Adoracion G. Angeles from further answering by telling Primitiva Del Rosario to stop. With that answer of Primitiva Del Rosario, [r]espondent butted in to explain Primitiva Del Rosario's answer of 'HINDI PO' and her having not yet received the sum of money, subject of the inquisition of Judge Angeles by manifesting to wit; x x x that Primitiva Del Rosario did not get the money when x x x handed the same on December 15, 1998 because she wanted [it] to be save[d] in whole together with the future installment payments of Norma Trajano and to be kept in the office of the [r]espondent as wished by her son Bong Del Rosario; and, that the said sum of money [was] kept in the filing cabinet in the office of the [r]espondent. All explanation[s] of the [r]espondent went to x x x naught as the [r]espondent was cut short by x x x Judge Angeles, [who] in a loud and angry voice orally directed the [r]espondent to get the money from [r]espondent's office and give the same to Primitiva Del Rosario. It was already 11 :45 o'clock in the morning, more or less, an the [r]espondent was given fifteen (15) minutes to comply; [r]espondent requested Judge Angeles to be accompanied by Primitiva Del Rosario and her daughter Aurora Del Rosario but both were ordered to stay in court by Judge Angeles;Ncm"10). Respondent in compliance with the oral order of Judge Angeles immediately proceeded [to] his office but only to find out that Romeo Jamisola Jr., who [held] the only key [to r]esponddnt's filing cabinet, was on errand x x x that morning of February 10, 1999 [for] Atty. Angel B. De Veyra (the Undersigned Counsel) [who had sent him] to the offices of the solicitor general in Makati City, and, the City Prosecutor's Office of Manila to [furnish copies to] both offices; x x x;"11). Respondent, expecting that Romeo Jamisola Jr. would [arrive] before 12[:]00 noon, x x x waited for Romeo Jamisola Jr. while at the same time called up [his] wife to immediately [come] to his office to spare the sum of P16,500.00 as Romeo Ja[mi]sola may not [arrive] [within] the time allotted by Judge Angeles. The wife of respondent, however, arrived at about 12:25 P .M., more or less, ahead of Romeo Jamisola Jr. and spared [r]espondent the sum of P16,500.00 and [r]espondent immediately went [to] the fourth floor, where the sala of Judge Angeles [was] located but unfortunately the session was already adjourned. Respondent then talked to 'Armand', one 'of the court personnel and is known as the door keeper of the chamber of Judge Angeles, and [requested that he be allowed to go inside the chamber to show [his] compliance, though late. Respondent, however, was told by 'Armand' that Judge Angeles was on her lunch break an that it [was] better for [r]espondent to take his lunch too and return a little later;Ncmmis"12). At about 1:30 o'clock in the afternoon of that day (February 10, 1999) [r]espondent returned [to] the sala of Judge Angeles together with Primitiva Del Rosario and her daughter Aurora Del Rosario, who likewise returned to the court, to seek an audience in [the] chamber [of] Judge Angeles. Said audience with Judge Angeles was desired by Primitiva Del Rosario to let Judge Angeles [witness] the giving of the money to Primitiva Del Rosario. But request[s] for the same, through 'Armand', were twice denied by Judge Angeles because at that time Judge Angeles was being interviewed by several media personnel of some TV stations. The Del [Rosarios], however, left earlier upon knowing that Judge Angeles denied their request for an audience. [They] told [r]espondent that they will be back the following day. It was only when Romeo Jamisola arrived at about 3:00 o'clock, more or less, in the afternoon and went at the fourth floor at the premises of the sala of Judge Angeles and informed the [r]espondent that he carried with him the key to [r]espondent's cabinet and the presence of some [squatter] families of Batasan Hills, Quezon City at the office of the [r]espondent, who has an appointment with the [r]espondent, that the [r]espondent left the premises of the sala of Judge Angeles. [sic] Respondent, at his office ordered Romeo Jamisola Jr. to open the filing cabinet and returned to the premises of the sala of Judge Angeles alone at about 4:00 o'clock P .M. after his meeting with the squatter families. But again, his request to 'Armand' to talk with Judge Angeles, after the media interview, was denied. At about 5:30 o'clock in the afternoon, 'Armand', the court personnel, served the Order, of said date, February 10, 1999 at the office of the [r]espondent;"13). In the early afternoon of the following day, February 11, 1999, [r]espondent together with Primitiva Del Rosario and her daughter Aurora Del Rosario went again [to] the sala of Judge Angeles x x x to seek an audience with Judge Angeles. Their request x x x w[as] likewise in vain. Primitiva Del Rosario, after the last attempt to seek audience with Judge Angeles and already tired of going [to] and [from] the sala of Judge Angeles, decided on February 12, 1999, to receive the sum of money in the amount of P16,500.00 from the office of the [r]espondent, through, Romeo Jamisola Jr. and executed a Sinumpaang Salaysay. x x x;"14). The Sinumpaang Salaysay of Primitiva Del Rosario, dated February 16, 1999 as well as the Acknowledgment Receipt, dated February 12, 199[9] was attached to a Manifestation caused to be filed by the [r]espondent on March 3, 1999 when the respondent was confined in Fatima Hospital in Valenzuela City, Metro Manila on March 2, 1999;Scnc m"15). Learning of the instant administrative case against the [r]espondent, Bong Del Rosario, the son of Primitiva Del Rosario, upon whose wish the subject sum of money was kept at the office of the [r]espondent to save the same in whole as well as the future in[s]tallment payments of Norma Trajano executed a Sinumpaang Salaysay, attesting [to] and confirming the statement of [his] mother Primitiva Del Rosario. x x x"[3]Stripped of unnecessary verbiage, the Comment contends that the respondent kept the money in his office because that was the alleged wish of both his client and her son. He allegedly informed them of such money and tried to give it to them, but they insisted that he retain it. He further maintained that it was only after Judge Angeles issue the February 10, 1999 Order that his client relented and accepted the money on February 12, 1999.After the judge filed her Reply on June 30, 1999, this Court referred the case to the Office of the Bar Confidant for report and recommendation. The Court dispensed with the normal referral to the Integrated Bar of the Philippines because the records were complete and the question raised was simple. No further factual investigation was necessary in the premises.Bar Confidant's Report and RecommendationRecommending that Atty. Thomas C. Uy Jr .be suspended from the practice of law for one month, the Office of the Bar Confidant in its Report and Recommendation dated December 15, 1999 said:Sdaa miso"x x x [I]t is clear that it is the sworn duty of a member of the bar to be accountable, at all times, for anything which he receives for and in behalf of his client."In the case at bar, this Office is more inclined to believe the story of the complainant."First, it cannot be disputed that the transcript of stenographic notes is the most reliable record of what indeed transpired (and what words were uttered by the parties involved) on February 10, 1999 at the hearing of Crim. Case No. C-54176-77 (98). Records clearly show that the private complainant in the criminal case, when asked by Judge Angeles as to the whereabouts of the P16,500.00, spontaneously replied that she had no knowledge of the same; in effect saying that Atty. Uy has not given her the subject 16,500.00. If, indeed, Primitiva Del Rosario requested Atty. Uy to keep the money as far back as December 1998, then she should have told the same to Judge Angeles."Atty. Uy's allegation that Judge Angeles prevented Primitiva Del Rosario from saying in open court the words 'HINDI PO KASI GUSTO KO PO NA MABUO ANG PERA' does not have any proof as nothing of that sort appears in the transcript of stenographic notes. Atty. Uy has not even bothered to refute the truth of the contents of the stenographic notes, all the more bolstering this Office's opinion that the said notes are accurate and truthful.Sdaad"Second, the affidavits executed by Primitiva Del Rosario and her son, Fernando Del Rosario, dated February 16, 1999 and June 7, 1999, respectively, attesting to Atty. Uy's averment that his act of personally keeping the subject P16,500.00 was with and at their request cannot be given much credence to outweigh the arguments of Judge Angeles. The said affidavits, both executed after February 10, 1999, are suspect. Caught by surprise when Judge Angeles inquired of the whereabouts of his client's money, Atty. Uy x x x resorted to seeking the help of his client to corroborate his defense. Being the clients of Atty. Uy, Primitiva Del Rosario and her son could have been persuaded to help extricate their counsel from the latter's predicament."In the absence of any contradicting evidence to dispute the allegation that Atty. Uy failed to immediately remit to his client the money due the latter, it is safe to conclude that Atty. Uy has violated his sworn duty to uphold, at all times, the trust and confidence reposed in him by his client(s).x x xx x xx x x"In the instant case, Atty. Uy, upon receipt of the P16,500.00 from the accused in the criminal case, should have promptly remitted the same to his client, Primitiva Del Rosario. Had Judge Angeles not inquired of the whereabouts of the money, the same would have remained with Atty. Uy, to the prejudice of the latter's client."[4]This Court's RulingWe agree with the findings and the recommendation of the Office of the Bar Confidant.Scs daadAdministrative Liability of RespondentThe relationship between a lawyer and a client is highly fiduciary; it requires a high degree of fidelity and good faith. It is designed "to remove all such temptation and to prevent everything of that kind from being done for the protection of the client."[5]Thus, Canon 16 of the Code of Professional Responsibility provides that "a lawyer shall hold in trust all moneys and properties of his client that may come into his possession." Furthermore, Rule 16.01 of the Code also states that "a lawyer shall account for all money or property collected or received for or from the client." The Canons of Professional Ethics is even more explicit:"The lawyer should refrain from any action whereby for his personal benefit or gain he abuses or takes advantage of the confidence reposed in him by his client.Sup rema"Money of the client collected for the client or other trust property coming into the possession of the lawyer should be reported and accounted forpromptlyand should not under any circumstances be commingled with his own or be used by him."[6]In the present case, it is clear that respondent failed topromptlyreport and account for theP16,500 he had received from Norma Trajano on behalf of his client, Primitiva Del Rosario. Although the amount had been entrusted to respondent on December 14, 1998, his client revealed during the February 10, 1999 hearing that she had not yet received it. Worse, she did not even know where it was.Respondent maintains that on December 15, 1998 he informed Mrs. Del Rosario about the payment. He further avers that he kept the money up n her instruction, as she had allegedly wanted "future payments x x [to] be saved in whole and for them to avoid spending the same as what had happened to the past installment payments x x x."[7]This assertion allegedly finds support in her answer to the question of Judge Angeles, who had asked her whether she had received the disputed payment: "Hindi po, kasi gusto [ko] po na mabuo ang pera."The Court is not persuaded. Respondent's assertions are contradicted by the following transcript of stenographic notes:"Court:This P16,500, did you turn it over to the private complainant?Atty. Uy:No your Honor, because she wanted the full amount of the settlement.Court:Private complainant, is it true that you did not want to accept the money?Mrs. Del Rosario:Hindi po, sila po ang nagbigayan.JurisCourt:Hindi po ibinibigay sa inyo ni Atty. Uy?Mrs. Del Rosario:Hindi po.x x xx x xx x xCourt:Nasaan iyong P16,500? Huwag kayong matakot.Mrs. Del Rosario:Aywan ko posakanilang dalawa."[8]If it were true that Mrs. Del Rosario was informed about the payment and that she entrusted it to respondent, she would have known its whereabouts. That she did not know it showed the falsity of his claim.It is noteworthy that respondent did not dispute the foregoing transcript although it belied his allegation that Mrs. Del Rosario's express wish was to have the payments in full.Sc jurisNeither are we convinced by the affidavits of Mrs. Del Rosario and her son, both of whom affirmed their intention to have their money in the safekeeping of respondent. It should be stressed that he was her counsel and thecompadreof her son. Moreover, the affidavits were executed after the filing of this Complaint. As the Office of the Bar Confidant observed, these considerations militate against the credibility of the affiants. In any event, their affidavits fail to explain adequately why Mrs. Del Rosario, during the hearing on February 10, 1999, did not know where her money was.The records do not clearly show whether Attorney Uy had in fact appropriated the said amount; in fact, Mrs, Del Rosario acknowledge that she had received it on February 12, 1999. They do show, however, that respondent failed to promptly report that amount to her. This is clearly a violation of his professional responsibility. Indeed, inAya v. Bigornia,[9]the Court ruled that money collected by a lawyer in favor of his clients must be immediately turned over to them. InDaroy v. Legaspi,[10]the Court held that "lawyers are bound to promptly account for money or property received by them on behalf of their clients and failure to do so constitutes professional misconduct."Verily, the question is not necessarily whether the rights of the clients have been prejudiced, but whether the lawyer has adhered to the ethical standards of the bar.[11]In this case, respondent has not done so. Indeed, we agree with the following observation of the Office of the Bar Confidant:"Keeping the money in his possession without his client's knowledge only provided Atty. Uy the tempting opportunity to appropriate for himself the money belonging to his client. This situation should, at all times, be avoided by members of the bar. Like judges, lawyers must not only be clean; they must also appear clean. This way, the people's faith in the justice system would remain undisturbed."[12]Juris scIn this light, the Court must stress that it has the duty to look into dealings between attorneys and their clients and to guard the latter from any undue consequences resulting from a situation in which they may stand unequal.[13]The present situation calls for the exercise of this duty.For misappropriating and failing to promptly report and deliver money they received on behalf of their clients, some lawyers have been disbarred[14]and others have been suspended for six months.[15]In the present case, the records merely show that respondent did not promptly report that he received money on behalf of his client. There is no clear evidence of misappropriation. Under the circumstances, we rule that he should be suspended for one month.WHEREFORE, Atty. Thomas C. Uy Jr .is herebySUSPENDEDfor one month. He is warned that a repetition of the same or similar acts will be dealt with more severely.Let copies of this Decision be served on Atty. Thomas C. Uy Jr. at his given address or any other known one. Copies of this Decision shall also be entered in his record as attorney and served on the IBP, as well as the Court Administrator who shall circulate them to all the courts in the country for their information and guidance.SO ORDERED.Melo, (Chairman), Vitug, Purisima,andGonzaga-Reyes, JJ.,concur.Misj urisNakpil vs. Valdes 186 SCRA 758 (1998)[A.C. No. 2040.March 4, 1998]IMELDA A. NAKPIL,complainant, vs.ATTY. CARLOS J. VALDES,respondent.D E C I S I O NPUNO,J.:The friendship of JOSE NAKPIL and respondent CARLOS J. VALDES dates back to the 50s during their schooldays in De La Salle and the Philippine Law School. Their closeness extended to their families and respondent became the business consultant, lawyer and accountant of the Nakpils.In 1965, Jose Nakpil became interested in purchasing a summer residence in Moran Street, Baguio City.[1]For lack of funds, he requested respondent to purchase the Moran property for him. They agreed that respondent would keep the property in thrust for the Nakpils until the latter could buy it back. Pursuant to their agreement, respondent obtained two (2) loans from a bank (in the amounts ofP65,000.00 andP75,000.00) which he used to purchase and renovate the property. Title was then issued in respondents name.It was the Nakpils who occupied the Moran summer house. When Jose Nakpil died on July 8, 1973, respondent acted as the legal counsel and accountant of his widow, complainant IMELDA NAKPIL. On March 9, 1976, respondents law firm, Carlos J. Valdes & Associates, handled the proceeding for the settlement of Joses estate. Complainant was appointed as administratix of the estate.The ownership of the Moran property became an issue in the intestate proceedings. It appears that respondent excluded the Moran property from the inventory of Joses estate. On February 13, 1978, respondent transferred his title to the Moran property to his company, the Caval Realty Corporation.On March 29, 1979, complainant sought to recover the Moran property by filing with the then Court of First Instance (CFI) of Baguio City an action for reconveyance with damages against respondent and his corporation. In defense, respondent claimed absolute ownership over the property and denied that a trust was created over it.During the pendency of the action for reconveyance, complainant filed this administrative case to disbar the respondent. She charged that respondent violated professional ethics when he:I.Assigned to his family corporation the Moran property (Pulong Maulap) which belonged to the estate he was settling as its lawyer and auditor.II.Excluded the Moran property from the inventory of real estate properties he prepared for a client-estate and, at the same time, charged the loan secured to purchase the said excluded property as a liability of the estate, all for the purpose of transferring the title to the said property to his family corporation.III.Prepared and defended monetary claims against the estate that retained him as its counsel and auditor.[2]On the first charge, complainant alleged that she accepted respondents offer to serve as lawyer and auditor to settle her husbands estate.Respondents law firm then filed a petition for settlement of the estate of the deceased Nakpil but did not include the Moran property in the estates inventory. Instead, respondent transferred the property to his corporation, Caval Realty Corporation, and title was issued in its name. Complainant accused respondent of maliciously appropriating the property in trust knowing that it did not belong to him. She claimed that respondent has expressly acknowledged that the said property belonged to the late Nakpil in his correspondences[3]with the Baguio City Treasurer and the complainant.On the second charge, complainant alleged that respondents auditing firm (C. J. Valdes and Co., CPAs) excluded the Moran property from the inventory of her husbands estate, yet included in the claims against the estate the amounts ofP65,000.00 andP75,000.00, which respondent represented as her husbands loans applied probably for the purchase of a house and lot in Moran Street, Baguio City.As to the third charge, complainant alleged that respondents law firm (Carlos J. Valdes and Associates) filed the petition for the settlement of her husbands estate in court, while respondents auditing firm (C. J. Valdes & Co., CPAs) acted as accountant of both the estate and two of its creditors. She claimed that respondent represented conflicting interests when his accounting firm prepared the list of claims of creditors Angel Nakpil and ENORN, Inc. against her husbands estate which was represented by respondents law firm. Complainant averred that there is no distinction between respondents law and auditing firms as respondent is the senior and controlling partner of both firms which are housed in the same building.We required respondent to answer the charges against him. In hisANSWER,[4]respondent initially asserted that the resolution of the first and second charges against him depended on the result of the pending action in the CFI for reconveyance which involved the issue of ownership of the Moran property.On the merit of the first charge, respondent reiterated his defense in the reconveyance case that he did not hold the Moran property in trust for the Nakpils as he is its absolute owner. Respondent explained that the Nakpils never bought back the Moran property from him, hence, the property remained to be his and was rightly excluded from the inventory of Nakpils estate.As to the second charge, respondent denied preparing the list of claims against the estate which included his loans ofP65,000.00 andP75,000.00 for the purchase and renovation of the Moran property. In charging his loans against the estate, he stressed that the list drawn up by his accounting firm merely stated that the loans in respondents name were applied probably for the purchase of the house and lot in Moran Street, Baguio City. Respondent insisted that this was not an admission that the Nakpils owned the property as the phrase probably for the purchase did not imply a consummated transaction but a projected acquisition.Respondent also disclaimed knowledge or privity in the preparation of a letter (Exhibit H) of his accounting firm to the Baguio City treasurer remitting the real estate taxes for the Moran property on behalf of the Nakpils. He contended that the letter could be a mere error or oversight.Respondent averred that it was complainant who acknowledged that they did not own the Moran property for: (1) complainants February 1979 Statement of Assets and Liabilities did not include the said property, and; (2) complainant, as administratrix, signed the Balance Sheet of the Estate where the Moran property was not mentioned.Respondent admitted that complainant retained the services of his law and accounting firms in the settlement of her husbands estate.[5]However, he pointed out that he has resigned from his law and accounting firms as early as 1974. He alleged that it was Atty. Percival Cendaa (from the law firm Carlos Valdes & Associates) who filed the inestate proceedings in court in 1976.As to the third charge, respondent denied there was a conflict of interest when his law firm represented the estate in the inestate proceedings while his accounting firm (C. J. Valdes & Co., CPAs) served as accountant of the estate and prepared the claims of creditors Angel Nakpil and ENORN, Inc. against the estate. He proffered the following reasonsfor his thesis: First, the two claimants were closely related to the late Nakpil. Claimant ENORN, Inc. is a family corporation of the Nakpils of which the late Nakpil was the President. Claimant Angel Nakpil is a brother of the late Nakpil who, upon the latters death, became the President of ENORN, Inc. These two claimants had been clients of his law and accounting firms even during the lifetime of Jose Nakpil. Second, his alleged representation of conflicting interests was with the knowledge and consent of complainant as administratrix. Third, there was no conflict of interests between the estate and the claimants for they had forged amodus vivendi, i.e., that the subject claims would be satisfied only after full payment of the principal bank creditors. Complainant, as administratrix, did not controvert the claims of Angel Nakpil and ENORN, Inc. Complainant has started paying off the claims of Angel Nakpil and ENORN, Inc. after satisfying the banks claims. Complainant did not assert that their claims caused prejudice to the estate. Fourth, the work of Carlos J. Valdes and Co. as common auditor redounded to the benefit of the estate for the firm prepared a true and accurate amount of the claim. Fifth, respondent resigned from his law and accounting firms as early as August 15, 1974.[6]He rejoined his accounting firm several years later. He submitted as proof the SECs certification of the filing of his accounting firm of an Amended Articles of Partnership. Thus, it was not he but Atty. Percival Cendaa, from the firm Carlos J. Valdes and Associates, who filed the intestate proceedings in court. On the other hand, the claimants were represented by their own counsel Atty. Enrique O. Chan. Sixth, respondent alleged that in the remote possibility that he committed a breach of professional ethics, he committed such misconduct not as a lawyer but as an accountant who acted as common auditor of the estate and its creditors. Hence, he should be held accountable in another forum.On November 12, 1979, complainant submitted her REPLY.[7]She maintained that the pendency of the reconveyance case is not prejudicial to the investigation of her disbarment complaint against respondent for the issue in the latter is not the ownership of the Moran property but the ethics and morality of respondents conduct as a CPA-lawyer.Complainant alleged that respondents Annexes to his Reply (such as the Statement of Assets & Liability of the Nakpils and the Balance Sheet of the Estate) which showed that complainant did not claim ownership of the Moran property were all prepared by C. J. Valdes and Co. as accountant of the estate of Jose Nakpil and filed with the intestate court by C. J. Valdes and Associates as counsel for the estate. She averred that these Annexes were not proofs that respondent owned the Moran property but were part of respondents scheme to remove the property from the estate and transfer it to his family corporation. Complainant alleged that she signed the documents because of the professional counsel of respondent and his firm that her signature thereon was required. Complainant charged respondent with greed for coveting the Moran property on the basis of defects in the documents he himself prepared.Complainant urged that respondent cannot disown unfavorable documents (the list of claims against the estate and the letter regarding Nakpils payments of realty tax on the Moran property) which were prepared by his law and accounting firms and invoke other documents prepared by the same firms which are favorable to him. She averred that respondent must accept responsibility not just for some, but for all the representations and communications of his firms.Complainant refuted respondents claim that he resigned from his firms from March 9, 1976 to several years later. She alleged that none of the documents submitted as evidence referred to his resignation from his law firm. The documents merely substantiated his resignation from his accounting firm.In his REJOINDER,[8]respondent insisted that complainant cannot hold him liable for representing the interests of both the estate and the claimants without showing that his action prejudiced the estate. He urged that it is notper seanomalous for respondents accounting firm to act asaccountant for the estate and its creditors. He reiterated that he is not subject to the jurisdiction of this Court for he acted not as lawyer, but as accountant for both the estate and its claimants.He alleged that his accounting firm merely prepared the list of claims of the creditors Angel Nakpil and ENORN, Inc. Their claims were not defended by his accounting or law firm but by Atty. Enrique Chan. He averred that his law firm did not oppose these claims as they were legitimate and not because they were prepared by his accounting firm. He emphasized that there was no allegation that the claims were fraudulent or excessive and that the failure of respondents law firm to object to these claims damaged the estate.In our January 21, 1980 Resolution,[9]we deferred further action on the disbarment case until after resolution of the action for reconveyance between the parties involving the issue of ownership by the then CFI of Baguio. Complainant moved for reconsideration on the ground that the issue of ownership pending with the CFI was not prejudicial to her complaint which involved an entirely different issue, i.e., the unethical acts of respondent as a CPA-lawyer. We granted her motion and referred the administrative case to the Office of the Solicitor General (OSG) for investigation, report and recommendation.[10]In 1983, the CFI of Baguio dismissed the action for reconveyance. The trial court ruled that respondent held the Moran property in trust for the Nakpils but found that complainant waived her right over it.On appeal, the Court of Appeals reversed the trial court. The appellate court held that respondent was the absolute owner of the Moran property. The Decision was elevated to this Court.On February 18, 1986, during the pendency of complainants appeal to this Court, the OSG submitted its Report[11]on the disbarment complaint. The OSG relied heavily on the decision of the Court of Appeals then pending review by this Court. The OSG found that respondent was not put on notice of complainants claim over the property. It opined that there was no trust agreement created over the property and that respondent was the absolute owner thereof. Thus, it upheld respondents right to transfer title to his family corporation. It also found no conflict of interests as the claimants were related to the late Jose Nakpil. The OSG recommended the dismissal of the administrative case.Prefatorily, we note that the case at bar presents a novel situation as it involves the disbarment of a CPA-lawyer for his demeanor in his accounting profession and law practice in connection with the property of his client.As a rule, a lawyer is not barred from dealing with his client but the business transaction must be characterized with utmost honesty and good faith.[12]The measure of good faith which an attorney is required to exercise in his dealings with his client is a much higher standard than is required in business dealings where the parties trade at arms length.[13]Business transactions between an attorney and his client are disfavored and discouraged by the policy of the law. Hence, courts carefully watch these transactions to assure that no advantage is taken by a lawyer over his client. This rule is founded on public policy for, by virtue of his office, an attorney is in an easy position to take advantage of the credulity and ignorance of his client. Thus, no presumption of innocence or improbability of wrongdoing is considered in an attorneys favor.[14]In the case at bar, we cannot subscribe to the findings of the OSG in its Report. These findings were based mainly on the decision of the Court of Appeals in the action for reconveyance which was reversed by this Court in 1993.[15]As to the first two charges, we are bound by the factual findings of this Court in the aforementioned reconveyance case.[16]It is well-established that respondent offered to the complainant the services of his law and accounting firms by reason of their close relationship dating as far back as the 50s. She reposed her complete trust in respondent who was the lawyer, accountant and business consultant of her late husband. Respondent and the late Nakpil agreed that the former would purchase the Moran property and keep it in trust for the latter. In violation of the trust agreement, respondent claimed absolute ownership over the property and refused to sell the property to complainant after the death of Jose Nakpil. To place the property beyond the reach of complainant and the intestate court, respondent later transferred it to his corporation.Contrary to the findings of the OSG, respondent initially acknowledged and respected the trust nature of the Moran property. Respondents bad faith in transferring the property to his family corporation is well discussed in this Courts Decision,[17]thus:x x xValdes (herein respondent) never repudiated the trust during the lifetime of the late Jose Nakpil. On the contrary, he expressly recognized it. x x x (H)e repudiated the trust when (he) excludedPulong Maulapfrom the list of properties of the late Jose Nakpil submitted to the intestate court in 1973. x x xxxxThe fact that there was no transfer of ownership intended by the parties x x x can be bolstered by Exh. I-2, an annex to the claim filed against the estate proceedings of the late Jose Nakpil by his brother, Angel Nakpil, which was prepared by Carlos J. Valdes & Co., the accounting firm of herein respondent.Exhibit I-2, which is a list of the application ofthe proceeds ofvariousFUBloanscontracted as of 31 December 1973 by the late Jose Nakpil, x x xcontains the two (2) loans contracted in the name of respondent.If ownership ofPulong Maulapwas already transferred or ceded to Valdes, these loans should not have been included in the list.Indeed, as we view it,what the parties merely agreed tounder the arrangement outlined in Exh. Jwas that respondent Valdes would x x x take over the total loan ofP140,000.00 and pay all of the interests due on the notes while the heirs of the late Jose Nakpil would continue to live in the disputed property for five (5) years without remuneration save for regular maintenance expenses. This does not mean, however, that if at the end of the five-year period petitioner (Nakpil) failed to reimburse Valdes for his advances, x x x Valdes could already automatically assume ownership ofPulong Maulap. Instead, the remedy of respondents Carlos J. Valdes and Caval Realty Corporation was to proceed against the estate of the late Jose M. Nakpil and/or the property itself.(emphasis supplied)In the said reconveyance case, we further ruled that complainants documentary evidence (Exhibits H, J and L), which she also adduced in this administrative case, should estop respondent from claiming that he bought the Moran property for himself, and not merely in trust for Jose Nakpil.[18]It ought to follow that respondents act of excluding Moran property from the estate which his law firm was representing evinces a lack of fidelity to the cause of his client. If respondent truly believed that the said property belonged to him, he should have at least informed complainant of his adverse claim. If they could not agree on its ownership, respondent should have formally presented his claim in the intestate proceedings instead of transferring the property to his own corporation and concealing it from complainant and the judge in the estate proceedings. Respondents misuse of his legal expertise to deprive his client of the Moran property is clearly unethical.To make matters worse, respondent, through his accounting firm, charged the two loans ofP65,000.00 andP75,000.00 as liability of the estate, after said loans were obtained by respondent for the purchase and renovation of the property which he claimed for himself. Respondent seeks to exculpate himself from this charge by disclaiming knowledge or privity in the preparation of the list of the estates liabilities. He theorizes that the inclusion of the loans must have been a mere error or oversight of his accounting firm. It is clear that the information as to how these two loans should be treated could have only come from respondent himself as the said loans were in his name.Hence, the supposed error of the accounting firm in charging respondents loans against the estate could not have been committed without respondents participation. Respondent wanted to have his cake and eat it too and subordinated the interest of his client to his own pecuniary gain. Respondent violated Canon 17 of the Code of Professional Responsibility which provides that a lawyer owes fidelity to his clients cause and enjoins him to be mindful of the trust and confidence reposed on him.As regards the third charge, we hold that respondent is guilty of representing conflicting interests. It is generally the rule, based on sound public policy, that an attorney cannot represent adverse interests. It is highly improper to represent both sides of an issue.[19]The proscription against representation of conflicting interests finds application where the conflicting interests arise with respect to the same general matter[20]and is applicable however slight such adverse interest may be. It applies although the attorneys intentions and motives were honest and he acted in good faith.[21]However, representation of conflicting interests may be allowed where the parties consent to the representation, after full disclosure of facts. Disclosure alone is not enough for the clients must give their informed consent to such representation. The lawyer must explain to his clients the nature and extent of conflict and the possible adverse effect must be thoroughly understood by his clients.[22]In the case at bar, there is no question that the interests of the estate and that of it creditors are adverse to each other. Respondents accounting firm prepared the list of assets and liabilities of the estate and, at the same time, computed the claims of two creditors of the estate. There is clearly a conflict between the interest of the estate which stands as the debtor, and that of the two claimants who are creditors of the estate. In fact, at one instance, respondents law firm questioned the claims of creditor Angel Nakpil against the estate.To exculpate himself, respondent denies that he represented complainant in the intestate proceedings. He points out that it was one Atty. Percival Cendaa, from his law firm Carlos J. Valdes & Associates, who filed the intestate case in court. However, the fact that he did not personally file the case and appear in court is beside the point. As established in the records of this case and in the reconveyance case,[23]respondent acted as counsel and accountant of complainant after the death of Jose Nakpil. Respondents defense that he resigned from his law and accounting firms as early as 1974 (or two years before the filing of the intestate case) is unworthy of merit. Respondents claim of resignation from his law firm is not supported by any documentary proof. The documents on record[24]only show respondents resignation from his accounting firm in 1972 and 1974.Even these documents reveal that respondent returned to his accounting firm on July 1, 1976 and as of 1978, the intestate proceedings for the settlement of Joses estate had not yet been terminated.It does not escape us that when respondent transferred the Moran property to his corporation on February 13, 1978, the intestate proceedings was still pending in court.Thus, the succession of events shows that respondent could not have been totally ignorant of the proceedings in the intestate case.Respondent claims that complainant knew that his law firm Carlos J. Valdes & Associates was the legal counsel of the estate[25]and his accounting firm, C.J. Valdes & Co., CPAs, was the auditor of both the estate and the two claimants against it.[26]The fact, however, that complainant, as administratrix, did not object to the set-up cannot be taken against her as there is nothing in the records to show that respondent or his law firm explained the legal situation and its consequences to complainant. Thus, her silence regarding the arrangement does not amount to an acquiescence based on an informed consent.We also hold that the relationship of the claimants to the late Nakpil does not negate the conflict of interest. When a creditor files a claim against an estate, his interest isper seadverse to the estate. As correctly pointed out by complainant, if she had a claim against her husbands estate, her claim is still adverse and must be filed in the intestate proceedings.Prescinding from these premises, respondent undoubtedly placed his law firm in a position where his loyalty to his client could be doubted. In the estate proceedings, the duty of respondents law firm was to contest the claims of these two creditors but which claims were prepared by respondents accounting firm. Even if the claims were valid and did not prejudice the estate, the set-up is still undesirable. The test to determine whether there is a conflict of interest in the representation is probability, not certainty of conflict. It was respondents duty to inhibit either of his firms from said proceedings to avoid the probability of conflict of interest.Respondent advances the defense that assuming there was conflict of interest, he could not be charged before this Court as his alleged misconduct pertains to his accounting practice.We do not agree. Respondent is a CPA-lawyer who is actively practicing both professions. He is the senior partner of his law and accounting firms which carry his name. In the case at bar, complainant is not charging respondent with breach of ethics for being the common accountant of the estate and the two creditors. He is charged for allowing his accounting firm to represent two creditors of the estate and, at the same time, allowing his law firm to represent the estate in the proceedings where these claims were presented. The act is a breach of professional ethics and undesirable as it placed respondents and his law firms loyalty under a cloud of doubt. Even granting that respondents misconduct refers to his accountancy practice, it would not prevent this Court from disciplining him as a member of the Bar. The rule is settled that a lawyer may be suspended or disbarred for ANY misconduct, even if it pertains to his private activities, as long as it shows him to be wanting in moral character, honesty, probity or good demeanor.[27]Possession of good moral character is not only a prerequisite to admission to the bar but also a continuing requirement to the practice of law.Public confidence in law and lawyers may be eroded by the irresponsible and improper conduct of a member of the bar. Thus, a lawyer should determine his conduct by acting in a manner that would promote public confidence in the integrity of the legal profession. Members of the bar are expected to always live up to the standards embodied in the Code of Professional Responsibility as the relationship between an attorney and his client is highly fiduciary in nature and demands utmost fidelity and good faith.[28]In the case at bar, respondent exhibited less than full fidelity to his duty to observe candor, fairness and loyalty in his dealings and transactions with his clients.[29]IN VIEW WHEREOF, the Court finds respondent ATTY. CARLOS J. VALDES guilty of misconduct. He is suspended from the practice of law for a period of one (1) year effective from receipt of this Decision, with a warning that a similar infraction shall be dealt with more severely in the future.Let copies of this Decision be furnished all courts, as well as the Integrated Bar of the Philippines and the Office of the Bar Confidant.SO ORDERED.Regalado (Chairman), Mendoza and Martinez, JJ., concur.Melo, J.,no part. Previous associate with respondent.Liwag vs. Neri 107 Phil. 852 (1960)EN BANC

[Adm. Case No. 275. April 29, 1960.]

GERVACIO L. LIWAG,Complainant, v. ATTY. GILBERTO NERI,Respondent.

Assistant Solicitor General Esmeralda Umali and Solicitor Antonio M. Consing for the complainant.

Gilberto Neri in his own behalf.

SYLLABUS

1. CRIMINAL PROCEDURE; CIVIL LIABILITY IN RAPE; NOT DETERMINABLE IN CRIMINAL ACTION ONLY. Contrary to the provisions of Article 135 of the Civil Code of Spain, to the effect that in cases of rape the provisions of the Penal Code regarding the acknowledgment of the issue is to be observed, Article 283 of the Civil Code of the Philippines, does not make the civil liability of the offender in a case of rape determinable in a criminal action only. Article 30 of the same code also implies the right of an offended party to bring a separate civil action for the criminal act without instituting the criminal proceedings for the prosecution of the offense.

2. ID.; ID.; INSTITUTION OF CRIMINAL ACTION UNNECESSARY; RULE 107 OF THE RULES OF COURT REPEALED. The provisions of Rule 107 of the Rules of Court are no longer in force because a civil action may now be instituted and prosecuted to final judgment without waiting the institution and termination of a criminal action (Arts. 30 and 283 of the Civil Code of the Philippines). These new provisions are inconsistent with the provisions of Rule 107 of the Rules of Court and the latter must give way thereto. In consequence, it is not now necessary that a criminal prosecution for rape be first instituted and presented to final judgment before a civil action based on said offense in favor of the offended woman and recognition of the offspring can be instituted and presented to final judgment. The provisions of Rule 107 of the present Rules promulgated in 1940, are, therefore, considered repealed or modified pro tanto by Articles 30 and 283 of the Civil Code of the Philippines.

D E C I S I O N

PARAS,J.:

The complainant, Gervacio L. Liwag, seeks to disbar the respondent, Atty. Gilberto Neri.

Prior to October 21, 1952, the spouses Enrique and Ursula Pineda requested the complainant to act as counter-indemnitor with the Manila Surety & Fidelity Company in a bond posted for said spouses in favor of the National Rice and Corn Corporation (NARIC). When the Pinedas had failed to liquidate their obligation, the NARIC enforced the bond against the Manila Surety and Fidelity Company and the latter in turn collected from the complainant the sum of P2,951.35. Having failed to recover extra-judicially said amount from the Pinedas, the complainant engaged the services of the respondent who agreed to handle the matter on a contingent fee of forty per cent.

As they were his neighbors, the respondent, acting slowly, tried to talk to the Pinedas, who admitted their indebtedness and pleaded for time to pay the same. On or about July 17, 1956, when no payment had been made, the respondent wrote a letter of demand, threatening to take judicial action if the Pinedas would still not meet their obligation. On the same date, the complainant delivered to the respondent the amount of P30.00 as the filing fee for the necessary complaint. The respondent did not actually file any complaint, for the alleged reason that debtor spouses had given assurances to pay, although he informed the complainant that he had already done so. It did not take long before the truth was discovered and before the complainant was provoked into commencing this administrative case.

It is an established fact that the respondent had received from the complainant P30.00 as filing fee. The respondent argues that his services were not engaged solely "for the purpose of filing the corresponding collection complaint", but to collect from the Pinedas the amount owed; or, in other words, that the respondent was given full discretion as to the means for accomplishing the assignment. Assuming that this was so, the respondent has committed a breach of professional ethics when, contrary to the fact, he made the complainant believe that the Pineda spouses had already been sued in court and did not return the amount intended for the filing fee.

Considering however, that the respondent has not yet received anything for his services and that the complainant has subsequently been paid, disbarment or even suspension of the respondent from the practice of his profession would be too harsh and unkind. We only hereby reprimand him for the offense, with the warning that a repetition of similar misconduct or, for that matter, any violation of his oath will be dealt with more drastically.

So ordered.

Bengzon, Montemayor, Bautista Angelo, Labrador, Concepcin, Endencia, Barrera and Gutierrez David,JJ., concur.

Diaz vs. Kapunan 45 Phil. 848 (1923)December 8, 1923VICENTE DIAZ,complainant,vs.RUPERTO KAPUNAN,respondent.Attorney-General Villa-Real for the Government.Perfecto Gabriel and Rafael Palma for respondent.MALCOLM,J.:This action for malpractice brought by Vicente Diaz against Attorney Ruperto Kapunan, has to do with the conduct of Attorney Kapunan during the legal proceedings which followed the business troubles of Vicente Diaz and Secundino de Mendezona, and particularly relates to the conduct of Attorney Kapunan in civil case No. 2098 of the Court of First Instance of Leyte. The ultimate question on which we would concentrate attention concerns the agreement between Diaz and Kapunan at the time of the sale of the property of Mendoza, whereby Kapunan, on the promise of Diaz to pay him P1,000, agreed to desist from further participation in the sale, all in alleged violation of article 1459 of the Civil Code and article 542 of the Penal Code.Omitting the irrelevant matter interjected into this case, the principal facts of record are the following:In 1917, Vicente Diaz and Secundino de Mendezona formed a partnership and entered into extensive business transactions in the Province of Leyte. The capital of the partnership was P380,000. Unfortunately, however, the business failed to prosper, with the result that on liquidation, it was found to have suffered a loss of P67,000. When Diaz and Mendezona came to settle up their affairs, they eventually formulated a document of sale and mortgage in which Mendezona recognized a debt in favor of Diaz in the sum of P80,000 and an additional sum of P10,000 owing to Diaz, laid upon thehacienda"Mapuyo," and to be paid within the term of one year. When the year had expired Mendezona was not to be found and his family was unable to meet the payment. There followed the usual proceedings for foreclosure and sale, which, after considerable delay, resulted in thehacienda'sbeing offered for sale at public auction.At the time fixed for the sale, December 23, 1922, there appeared Vicente Diaz, accompanied by his lawyer Emilio Benitez, and Attorney Ruperto Kapunan. Luis Velarde, the deputy sheriff of Leyte, is authority for the statement that Kapunan told him that he, Kapunan, was ready to bid on the property up to P16,000 in order to assist the Mendezona family which was in financial straits. At any rate, the bidding was opened by Kapunan offering P12,000 for the property and with Diaz and Kapunan raising the bids until finally Diaz offered P12,500. There the bids stopped on account of Diaz and Kapunan entering into the agreement, of decisive importance, which we next quote in full:We, Vicente Diaz and Ruperto Kapunan, both being the bidders at the auction held for the sale of the properties of Secundino Mendezona, do hereby agreed that Don Ruperto Kapunan should withdraw his bid and refrain from bidding at the said auction as he does hereby withdraw his bid, and in consideration thereof, the said Mr. Diaz offers him a premium of one thousand pesos (P1,000) which, out of consideration to said Don Vicente Diaz, Mr. Kapunan accepts and has, for this reason, refrained from bidding in competition with said Mr. Diaz.lawphi1.netTacloban, Leyte, December 23, 1922.(Sgd.) "V. DIAZ. (Sgd.) RUPERTO KAPUNAN."Following the termination of the sheriff's sale, Diaz on December 26, 1922, gave Kapunan P500 of the P1,000 mentioned in the above quoted document. Diaz further followed the usual procedure to take over the property of Mendezona pursuant to his bid of P12,500, which covered the amount of the mortgage with its accumulated interest and with the judicial expenses.Although it was on December 23, 1922, that Diaz and Kapunan entered into the agreement, Diaz could only wait until January 4, 1923, following, to lay before this court charges against Attorney Kapunan for alleged unprofessional conduct. Undoubtedly, before Kapunan had knowledge of the disbarment proceedings, on January 10, 1923, he presented a motion in the Court of First Instance of Leyte asking that he be permitted to retain the P500 in question, in part payment of his professional fees. Later, on February 4, 1923, when Kapunan must have had knowledge of the disbarment proceedings, he filed another motion, withdrawing his former motion and asking the court to permit him to turn over the P500 to Diaz, which Judge Causing refused to do on the ground that it was a personal matter. Nevertheless, on July 10, 1923, the clerk of the Court of First Instance of Leyte handed the P500 to Diaz who, in turn, receipted for that amount.lawphil.netFrom correspondence, it further is evident that the family of Mendezona was led to believe that the P500 would shortly be sent them. Without doubt, the Mendezona family would have been gratified to receive even the P500 pittance out of the business wreck in Leyte of the senior Mendezona.During much of the time here mentioned, Kapunan was the attorney of Mendezona. Kapunan was given extensive authority by the letter of Mendezona of April 12, 1919. When Kapunan took part in the sale, it must be assumed that he was bidding in representation of his client and for the benefit of the client.It remains to be said that following the presentation of the charges against Attorney Kapunan in this court, he was given an opportunity to answer, and the usual investigation of his professional conduct was made by the provincial fiscal of Leyte acting under the supervision of the Attorney-General. From the report of the fiscal, indorsed by the Attorney-General, three charges seem to have been considered. The first two, relating to Kapunan's attempt to represent both the parties in the case, and to molest and disturb Diaz by frivolous motions, the law officer of the Government finds not substantiated; and with this conclusion we fully agree. The third charge is more serious and has to do with Kapunan having intervened in the manner in which he did in the sale of the property of his client Mendezona. The Attorney-General is of the opinion on this point that the facts constitute a flagrant violation of the provisions of article 1459 of the Civil Code and article 542 of the Penal Code. "In view thereof, it is recommended that corrective measures commensurate with the irregularity committed by Attorney Kapunan, be taken against him."Article 1459 of the Civil Code was held in force in the case of Hernandezvs.Villanueva ([1920], 40 Phil., 775). It provides that the following persons, naming them, "cannot take by purchase, even at a public or judicial auction, either in person or through the mediation of another." The provision contained in the last paragraph of said article is made to include lawyers, with respect to any property or rights involved in any litigation in which they may take party by virtue of their profession and office. We do not believe this article has been infringed by the respondent because he has not purchased property at a public or judicial auction and because his participation in the auction was in representation of his client. It has been held that an execution sale to the attorney of the defendant is not unlawful if made in good faith, with the consent of the client, and without any purpose of defrauding the latter's creditors. (2 R. C. L., 1011; 1 Thornton on Attorneys at Law, pp. 298, 299; Smithvs.Smith [1848], 1 Iowa, 307.)The more puzzling question relates to the alleged violation by Attorney Kapunan of article 542 of the Penal Code. This article punishes "any person who shall solicit any gift or promise as a consideration for agreeing to refrain from taking part in any public auction." The crime is consummated by the mere act of soliciting a gift or promise for the purpose of abstaining from taking part in the auction. Not permitting our minds to be confused by the varied explanations of Diaz and Kapunan, the document formulated by them and hereinbefore quoted, demonstrates that Kapunan, on the promise of Diaz to pay P1,000, refrained from further participation in the sale of the property of Mendezona, which is exactly the situation covered by article 542 of the Penal Code.Public policy discountenances combinations or agreements on the part of bidders at execution sales, the objects and effects of which are to stifle competition. The courts will consider an agreement between a judgment creditor and one claiming an interest in the thing about to be sold under an execution, that neither shall bid against the other, as void, unless all parties concerned know of the arrangement and consent thereto. Execution sales should be open to free and full competition, in order to secure the maximum benefit for the debtor. Article 542 of the Penal Code is, therefore, a wise provision even though rarely invoked, and should be used to discourage the stifling of bids at judicial sales. (23 C.J., 647; Packardvs.Bird and Chapman [1870], 40 Cal., 378; 3 Viada,Codigo Penal, 594.)We conclude that Attorney Kapunan has been guilty of a technical violation of article 542 of the Penal Code. But we cannot adopt the vigorous recommendation of the Attorney-General, for we consider present certain mitigating circumstances which exert an influence in favor of the respondent. In the first place, as disclosed by the judicial records, no reported prosecution under article 542 has been attempted, which is eloquent proof of the practical disuse of this article; and the Spanish jurisprudence, while indicative of the meaning of the article, relies principally on the decisions of the French Court of Cassation. (SeeCode of Napoleon, arts. 222, 223; decisions of the French Court of Cassation of October 16, 1844, May 15, 1857, and January 8, 1863.) In the next place, the complainant Diaz is equally guilty with the respondent Kapunan. And lastly, Kapunan appears to have been acting in good faith for his client, although adopting an irregular procedure, and although attempting to make tardy restitution of the money received by him.Our judgment is that Attorney Ruperto Kapunan shall stand reprimanded and that the complainant, Vicente Diaz, shall immediately return to the clerk of the Court of First Instance of Leyte the P500 received by Diaz from the clerk and receipted for by Diaz, and the clerk of court shall transmit the P500 to Secundino de Mendezona or, in case of his absence, to Miss Carmen de Mendezona. Costs shall be taxed in accordance with the provisions of the Code of Civil Procedure. So ordered.Johnson, Avancea, Villamor, Ostrand and Johns, JJ., concur.Romualdez, J., took no part.Canlas vs. CA 164 SCRA 160 (1988)Republic of the PhilippinesSUPREME COURTManilaSECOND DIVISIONG.R. No. L-77691 August 8,1988PATERNO R. CANLAS,petitioner,vs.HON. COURT OF APPEALS, and FRANCISCO HERRERA,respondents.Paterno R. Canlas Law Offices for petitioner.Abalos, Gatdula & Bermejo for private respondent.SARMIENTO,J.:The case dramatizes the unpleasant spectacle of a lawyer tangling with his own client, more often than not, in the matter of fees. The lawyer, the petitioner himself, would have his petition decided on pure questions of procedure, yet, the Court cannot let pass unnoticed the murkier face of the controversy, wherein the law is corrupted to promote a lawyer's selfseeking ends, and the law profession, debased into a simple business dealing. Accordingly, we resolve it on the basis not only of the questions raised by the petitioner pertaining to procedure, but considering its serious ethical implications, on its merits as well.We turn to the facts.The private respondent was the registered owner of eight (six, according to the petitioner) parcels of land located in Quezon City.1Between 1977 and 1978,2he obtained various loans from the L & R Corporation, a financing institution, in various sums totalling P420,000.00 As security therefor, he executed deeds of mortgage in favor of the corporation over the parcels aforesaid. On August 28,1979, and upon the maturing of said loans, the firm caused an extrajudicial foreclosure of mortgage following his failure to pay, as a consequence of which, the said eight (six, according to the petitioner) parcels of land were disposed of at public auction, and in which L & R Corporation was itself the highest bidder.Pending redemption, the private respondent filed a complaint for injunction against L & R Corporation, to enjoin consolidation of title in its name, in which he succeeded in obtaining preliminary injunctive relief. He was represented by the petitioner. Two years later, and with no imminent end to the litigation in sight, the parties entered into a compromise agreement whereby L & R Corporation accorded the private respondent another year to redeem the foreclosed properties subject to payment of P600,000.00, with interest thereon at one per cent per month. They likewise stipulated that the petitioner shall be entitled to attorney's fees of P100,000.00. On November 19, 1982, the court3approved the compromise.The private respondent, however, remained in dire financial straits a fact the petitioner himself concede4 for which reason he failed to acquire the finding to repay the loans in question, let alone the sum of P100,000.00 in attorney's fees demanded by the petitioner. That notwithstanding, the petitioner moved for execution insofar as his fees were concemed. The court granted execution, although it does not appear that the sum was actually collected.5Sometime thereafter, the petitioner and the private respondent met to discuss relief for the latter with respect to his liability to L & R Corporation on the one hand, and his obligation to the petitioner on the other. The petitioner contends that the private respondent "earnestly implored"6him to redeem the said properties; the private respondent maintains that it was the petitioner himself who 'offered to advance the money,"7provided that he, the private respondent, executed a "transfer of mortgage"8over the properties in his favor. Who implored whom is a bone of contention, but as we shall see shortly, we are inclined to agree with the private respondent's version, considering primarily the petitioner's moral ascendancy over his client and the private respondent's increasing desperation.The records further show that the parties, pursuant to their agreement, executed a "Deed of Sale and Transfer of Rights of Redemption and/or to Redeem," a document that enabled the petitioner, first, to redeem the parcels in question, and secondly, to register the same in his name. The private respondent alleges that he subsequently filed loan applications with the Family Savings Bank to finance a wet market project upon the subject premises to find, according to him, and to his dismay, the properties already registered in the name of the petitioner. He likewise contends that the "Deed of Sale and Transfer of Rights of Redemption and/or to Redeem" on file with the Register of Deeds (for Quezon City) had been falsified as follows:WHEREFORE, for and in full settlement of the attorney's fees of TRANSFEREE in the amount of ONE HUNDRED THOUSAND PESOS (Pl00,000.00) I, FRANCISCO HERRERA, hereby transfer, assign and convey unto TRANSFEREE, Atty. Paterno R. Canlas, any and all my rights of the real properties and/or to redeem from the Mortgagee, L & R Corporation my mortgaged properties foreclosed and sold at public auction by the Sheriff of Quezon City and subject matter of the above Compromise Agreement in Civil Case No. Q30679 ...9whereas it originally reads:WHEREFORE, for and in full settlement of the attorney's fees of TRANSFEREE in the amount of ONE HUNDRED THOUSAND PESOS (P100,000.00), I, FRANCISCO HERRERA, hereby transfer, assign and convey unto TRANSFEREE, Atty. Paterno R. Canlas, any and all my rights of equity of redemption and/or to redeem from the Mortgagee, L & R Corporation my mortgaged properties foreclosed and sold at public auction by the Sheriff of Quezon City and subject matter of the above Compromise Agreement in Civil Case No. Q30679. . .10As a consequence, the private respondent caused the annotation of an adverse claim upon the respective certificates of title embracing the properties. Upon learning of the same, the petitioner moved for the cancellation of the adverse claim and for the issuance of a writ of possession. The court granted both motions. The private respondent countered with a motion for a temporary restraining order and later, a motion to recall the writ of possession. He likewise alleges that he commenced disbarment proceedings before this Court against the petitioner11as well as various criminal complaints for estafa, falsification, and "betrayal of trust"12with the Department of Justice. On December 1, 1983, finally, he instituted an action for reconveyance and reformation of document,13praying that the certificates of title issued in the name of the petitioner be cancelled and that "the Deed of Sale and Transfer of Rights of Equity of Redemption and/or to Redeem dated May 3, 1983 ... be reformed to reflect the true agreement of Francisco Herrera and Paterno R. Canlas, of a mortgage."14He vehemently maintains that the petitioner's "agreement with [him] was that the latter would lend the money to the former for a year, so that [petitioner] would have time to look for a loan for the wet market which [the petitioner] intended to put up on said property."15Predictably, the petitioner moved for dismissal.The trial court, however, denied the private respondent's petition. It held that the alteration complained of did not change the meaning of the contract since it was "well within [the petitioner's] rights"16"to protect and insure his interest of P654,000.00 which is the redemption price he has paid;"17secondly, that the petitioner himself had acquired an interest in the properties subject of reconveyance based on the compromiseagreementapproved by Judge Castro in the injunction case, pursuant to Section 29(b), of Rule 39, of the Rules of Court, that had, consequently, made him a judgment creditor in his own right; thirdly, that the private respondent had lost all rights over the same arising from his failure to redeem them from L & R Corporation within the extended period; and finally, that the petitioner cannot be said to have violated the ban against sales of properties incustodia legisto lawyers by their clientspendente lite, since the sale in question took place after judgment in the injunction case abovesaid had attained finality. The complaint was consequently dismissed, a dismissal that eventually attained a character of finality.Undaunted, the private respondent, on December 6, 1985, filed a suit for "Annulment Of Judgment18in the respondent Court of Appeals,19praying that the orders of Judge Castro: (1). granting execution over the portion of the compromise agreement obliging the private respondent to pay the petitioner P100,000.00 as attorney's fees; (2) denying the private respondent's prayer for a restraining order directed against the execution: and (3) denying the motion to recall writ of possession, all be set aside.The petitioner filed a comment on the petition, but followed it up with a motion to dismiss. On December 8, 1986, the respondent Court of Appeals promulgated the first of its challenged resolutions, denying the motion to dismiss. On March 3, 1987, the Appellate Court denied reconsideration.20Hence the instant petition.As we stated, the petitioner assails these twin resolutions on grounds of improper procedure. Specifically, he assigns the following errors:I.THE RESPONDENT COURT GRAVELY ABUSE [sic] ITS DISCRETION IN NOT DISMISSING AC G.R. NO. 07860 ON THE GROUND THAT IT IS IN REALITY A PETITION FOR CERTIORARI FILED OUT OF TIME AND SHOULD NOT BE GIVEN DUE COURSE.II.THE RESPONDENT COURT GRAVELY ABUSE [sic] ITS DISCRETION IN NOT DISMISSING AC G.R. NO. 07860 ON THE GROUND OFRES JUDICATAIII.THE RESPONDENT COURT GRAVELY ABUSE [sic] ITS DISCRETION IN NOT CONSIDERING AC G. R. 07860 AS MOOT AND ACADEMIC SINCE PETITIONER HAD DISPOSED OF THE SUBJECT PROPERTIES LONG BEFORE THE FILING OF THIS SUIT.IVTHE RESPONDENT COURT GRAVELY ABUSED ITS DISCRETION IN NOT DENYING PETITIONER'S MOTION TO DISMISS SOLELY ON THE GROUND THAT THE ARGUMENT RAISED THEREIN ARE BUT REHASH OF THE ARGUMENTS IN HIS COMMENT TO THE PETITION.21The petitioner argues that the petition pending with the respondent court "is actually a petition for certiorari,"22disguised as a pleading for annulment of judgment and that in such a case, it faces alleged legal impediments (1) It had been filed out of time, allegedly two years from the issuance of the assailed orders, and (2) It was not preceded by a motion for reconsideration. He adds that assuming annulment of judgment were proper, no judgment allegedly exists for annulment, the aforesaid two orders being in the nature of interlocutory issuances.On purely technical grounds, the petitioner's arguments are impressive. Annulment of judgment, we have had occasion to rule, rests on a single ground: extrinsic fraud. What "extrinsic fraud" means is explained inMacabingkil v. People's Homesite and Housing Corporation :23xxx xxx xxxIt is onlyextrinsicorcollateralfraud, as distinguished from intrinsic fraud, however, that can serve as a basis for the annulment of judgment. Fraud has been regarded as extrinsic or collateral, within the meaning of the rule, "where it is one the effect of which prevents a party from having a trial, or real contest, or from presenting all of his case to the court, or where it operates upon matters pertaining, not to the judgment itself, but of the manner in which it was procured so that there is not a fair submission of the controversy." In other words, extrinsic fraud refers to any fraudulent act of the prevailing party in the litigation which is committed outside of the trial of the case, whereby the defeated party has been prevented from exhibiting fully his side of the case, by fraud or deception practiced on him by his opponent.24A perusal of the petition of therein private respondent Herrera pending before the respondent Court reveals no cause of action for annulment of judgment. In the first place, and as herein petitioner Canlas correctly points out, the judgment itself is not assailed, but rather, the orders merely implementing it. Secondly, there is no showing that extrinsic fraud, asMakabingkildefines it, indeed vitiated the proceedings presided over by Judge Castro. On the contrary, Herrera's petition in the respondent court will show that he was privy to the incidents he complains of, and in fact, had entered timely oppositions and motions to defeat Atty. Canlas' claims under the compromise agreement.What he objects to is his suspected collusion between Atty. Canlas and His Honor to expedite the former's collection of his fees. He alleges that his counsel had deliberately, and with malevolent designs, postponed execution to force him (Herrera) to agree to sell the properties in controversy to him (Atty. Canlas) subject to redemption. ("...[I]t was understandable that respondent Atty. Paterno R. Canlas did not implement the writ of execution, instead he contacted petitioner in order that petitioner would sign the questioned documents. This was the clincher of the plan of respondent Atty, Paterno R. Canlas to divest petitioner of his properties. For this purpose, it is obvious that respondent Atty. Paterno R. Canlas had to conspire with the respondent court judge to achieve his plan."25) Aside from being plain speculation, it is no argument to justify annulment. Clearly, it does not amount to extrinsic fraud as the term is defined in law.Neither is it proper for the extraordinary remedy of certiorari.Certioraripresupposes the absence of an appeal26and while there is no appeal from execution of judgment, appeal lies in case of irregular implementation of the writ.27In the case at bar, there is no irregular execution to speak of As a rule, "irregular execution" means the failure of the writ to conform to the decree of the decision executed.28In the instant case, respondent Herrera's charges, to wit, that Judge Castro had erred in denying his motions for temporary restraining order and to recall writ of possession, or that His Honor had acted hastily (". . . that respondent court/judge took only one [1) day to resolve petitioner's motion for issuance of [a] [restraining] order. . ."29) in denying his twofold motions, do not make out a case for irregular execution. The orders impugned are conformable to the letter of the judgment approving the parties'compromise agreement.The lengths the private respondent, Francisco Herrera, would go to in a last-ditch bid to hold on to his lands and constraints of economic privation have not been lost on us. It is obvious that he is uneasy about the judgment on compromise itself, as well as the subsequent contract between him and his lawyer. In such a case, Article 2038 of the Civil Code applies:Art. 2038. A compromise in which there is mistake, fraud, violence intimidation, undue influence, or falsity of documents, is subject to the provisions of article 1330 of this Code ...in relation to Article 1330 thereof:Art. 1330. A contract where consent is given through mistake, violence, intimidation, undue influence, or fraud is voidable.in relation to its provisions on avoidance of'contracts.30The court notes that he had, for this purpose, gone to the Regional Trial Court, a vain effort as we stated, and in which the decision had become final.We, however, sustain Atty. Canlas' position-on matters of procedure for the enlightenment solely of the bench and the bar. It does not mean that we find merit in his petition. As we have intimated, we cannot overlook the unseemlier side of the proceeding, in which a member of the bar would exploit his mastery of procedural law to score a "technical knockout" over his own client, of all people. Procedural rules, after all, have for their object assistance unto parties "in obtaining just, speedy, and inexpensive determination of every action and proceeding."31If procedure were to be an impediment to such an objective, "it deserts its proper office as an aid to justice and becomes its great hindrance and chief enemy."32It was almost eight decades ago that the Court held:... A litigation is not a game of technicalities in which one, more deeply schooled and skilled in the subtle art of movement and position, entraps and destroys the other. It is, rather, a contest in which each contending party fully and fairly lays before the court the facts in issue and then, brushing aside as wholly trivial and indecisive all imperfections of form and technicalities of procedure, asks that justice be done upon the merits. Lawsuits, unlike duels, are not to be won by the a rapier's thrust ...33It is a ruling that almost eight decades after it was rendered, holds true as ever.By Atty. Canlas' own account, "due to lack of paying capacity of respondent Herrera, no financing entity was willing to extend him any loan with which to pay the redemption price of his mortgaged properties and petitioner's P100,000.00 attorney's fees awarded in the Compromise Judgment,"34a development that should have tempered his demand for his fees. For obvious reasons, he placed his interests over and above those of his client, in opposition to his oath to "conduct himself as a lawyer ... with all good fidelity ... to [his] clients."35The Court finds the occasion fit to stress that lawyering is not a moneymaking venture and lawyers are not merchants, a fundamental standard that has, as a matter of judicial notice, eluded not a few law advocates. The petitioner's efforts partaking of a shakedown" of his own client are not becoming of a lawyer and certainly, do not speak well of his fealty to his oath to "delay no man for money."36It is true that lawyers are entitled to make a living, in spite of the fact that the practice of law is not a commercial enterprise; but that does not furnish an excuse for plain lust for material wealth, more so at the expense of another. Law advocacy, we reiterate, is not capital that yields profits. The returns it births are simple rewards for a job done or service rendered. It is a calling that, unlike mercantile pursuits which enjoy a greater deal of freedom from government interference, is impressed with a public interest, for which it is subject to State regulation.37Anent attomey's fees, section 24, of Rule 138, of the Rules, provides in part as follows:SEC. 24. Compensation of attorneys, agreement as to fees. An attorney shall be entitled to have and recover from his client no more than a reasonable compensation for his services, with a view to the importance of the subject matter of the controversy, the extent of the services rendered, and the professional standing of the attorney... A written contract for services shall control the amount to be paid therefor unless found by the court to be unconscionable or unreasonable.So also it is decreed by Article 2208 of the Civil Cod