VILLONCO REALTY V.

BORMAHECO (July 25, 1975)

FACTS:
Francisco Cervantes of Bormaheco Inc. agrees to sell to Villonco Realty a
parcel of land and its improvements located in Buendia, Makati.
Bormaheco made the terms and condition for the sale and Villonco
returned it with some modifications.
The sale is for P400 per square meter but it is only to be consummated
after respondent shall have also consummated purchase of a property in
Sta. Ana, Manila. Bormaheco won the bidding for the Sta.Ana land and
subsequently bought the property.
Villonco issued a check to Bormaheco amounting to P100,000 as earnest
money. 26 days after signing the contract of sale, Bormaheco returned
the P100,000 to Villonco with 10% interest for the reason that they are
not sure yet if they will acquire the Sta.Ana property.
Villonco rejected the return of the check and demanded for specific
performance.

ISSUE:
WON Bormaheco is bound to perform the contract with Villonco.
HELD:
The contract is already consummated when Bormaheco accepted the
offer by Villonco. The acceptance can be proven when Bormaheco
accepted the check from Villonco and then returned it with 10% interest
as stipulated in the terms made by Villonco.
On the other hand, the fact that Villonco did not object when Bormaheco
encashed the check is a proof that it accepted the offer of Bormaheco.

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Whenever earnest money is given in a contract of sale, it shall be

considered as part of the price and as proof of the perfection of the
contract" (Art. 1482, Civil Code).
DOROMAL V. CA (September 5, 1975)
FACTS:
A parcel of land in Iloilo were co-owned by 7 siblings all surnamed
Horilleno. 5 of the siblings gave a SPA to their niece Mary Jimenez, who
succeeded her father as a co-owner, for the sale of the land to father and
son Doromal. One of the co-owner, herein petitioner, Filomena Javellana
however did not gave her consent to the sale even though her siblings
executed a SPA for her signature. The co-owners went on with the sale of
6/7 part of the land and a new title for the Doromals were issued.
Respondent offered to repurchase the land for 30K as stated in the deed
of sale but petitioners declined invoking lapse in time for the right of
repurchase. Petitioner also contend that the 30K price was only placed in
the deed of sale to minimize payment of fees and taxes and as such,
respondent should pay the real price paid which was P115, 250.
ISSUE:
WON the period to repurchase of petitioner has already lapsed.
HELD:
Period of repurchase has not yet lapsed because the respondent was not
notified of the sale. The 30-day period for the right of repurchase starts
only after actual notice not only of a perfected sale but of actual
execution and delivery of the deed of sale.
The letter sent to the respondent by the other co-owners cannot be
considered as actual notice because the letter was only to inform her of
the intention to sell the property but not its actual sale. As such, the 30MJE

day period has not yet commenced and the respondent can still exercise
his right to repurchase.

inequitable if resondent BARRETTO REALTY would be allowed to retain

petitioner's payment of P1,000,000.00 and at the same time appropriate
the proceeds of the second sale made to another.

The respondent should also pay only the 30K stipulated in the deed of
sale because a redemptioners right is to be subrogated by the same
terms and conditions stipulated in the contract.

DALLION V. CA (February 28, 2009)

GOLDENROD INC. V. CA (November 04, 1998)

FACTS:
Petitioner Segundo Dalion allegedly sold his property in Southern Leyte to
respondent Ruperto Sabesaje through a private deed of sale.

FACTS:
Respondents Barreto realty owns 43 parcels of land in Quiapo Manila
which they mortgaged in UCPB. Respondent sold the property to
petitioner Goldenrod who In turn pays 1M earnest money and promise to
pay respondents debt to UCPB. Respondent caused 2 land titles to the
property.
Petitioner was not able to pay UCPB and the latter did not agree for and
extension. Hence, petitioner rescinded the contact and demands the
return of the earnest money.
Respondent did not oppose the recession but did not gave the earnest
money. They even sold the first lot to Asiaworld Trade Center and the
other lot to UCPB for payment of their mortgage.
ISSUE:
WON respondent should return the earnest money of the petitioner.
HELD:
Earnest money is a part of payment of a sale. Art. 1385 of the Civil Code
provides that rescission creates the obligation to return the things which
were the object of the contract together with their fruits and interest.
Since the respondent did not oppose the extra-judicial recission, they
should return the earnest money of the petitioner. It would be most
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Dalion denies the sale and claims that his signature in the document was
forged.
ISSUE:
WON there has been a contract of sale between the parties.
HELD:
The authenticity of the signature of Dallion was proven by the testimony
of several witness including the person who made the deed of sale.
Dalion never presented any evidence or witness to prove his claim of
forgery.
Dallions claim that the sale is invalid because it was not made in a public
document is of no merit. This argument is misplaced. The provision of Art.
1358 on the necessity of a public document is only for convenience, not
for validity or enforceability. It is not a requirement for the validity of a
contract of sale of a parcel of land that this be embodied in a public
instrument. Sale is perfected upon meeting of the minds of both parties.
YUVIENGCO v DACUYCUY
FACTS: Yuvienco entered into a contract with Yao King
Ong and the other occupants, wherein the former will
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sell to the latter the Sotto property in Tacloban City for

P6.5M provided that the latter made known their
decision to buy it or not later than July 31, 1978. When
Yuvienco's representative went to Cebu with a prepared
and duly signed contract for the purpose of perfecting
ANTONIO | HIPOLITO | IMPERIAL | ZARAGOSA
16
and consummating the transaction, Yao King Ong and
other occupants found variance between the terms of
payment stipulated in the document and what they had
in mind. Thus, it was returned unsigned. Thus, the
action for specific performance.
ISSUE: W/N the claim for specific performance of Yao
King Ong is enforceable under the Statute of Frauds
HELD: YES. It is nowhere alleged in the complaint that
there is any writing or memorandum, much less a duly
signed agreement to the effect, that the price of
P6,500,000 fixed by petitioners for the real property
herein involved was agreed to be paid not in cash but in
installments as alleged by Yao King Ong. The only
documented indication of the non-wholly-cash payment
extant in the record is the deeds already signed by
Yuvienco and taken to Tacloban by Atty. Gamboa for the
signatures of the respondents. In other words, the 90day term for the balance of P4.5 M insisted upon by
respondents choices not appear in any note, writing or
memorandum signed by either the petitioners or any of
them, not even by Atty. Gamboa. Hence, looking at the
pose of respondents that there was a perfected
agreement of purchase and sale between them and
petitioners under which they would pay in installments
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of P2 M down and P4.5 M within ninety 90) days

afterwards it is evident that such oral contract involving
the "sale of real property" comes squarely under the
Statute of Frauds (Article 1403, No. 2(e), Civil Code.)
In any sale of real property on installments, the
Statute of Frauds read together with the perfection
requirements of Article 1475 of the Civil Code must be
understood and applied in the sense that the idea of
payment on installments must be in the requisite of a
note or memorandum therein contemplated. While such
note or memorandum need not be in one single
document or writing and it can be in just sufficiently
implicit tenor, imperatively the separate notes must,
when put together', contain all the requisites of a
perfected contract of sale. To put it the other way,
under the Statute of Frauds, the contents of the note or
memorandum, whether in one writing or in separate
ones merely indicative for an adequate understanding of
all the essential elements of the entire agreement, may
be said to be the contract itself, except as to the form.

FIRST PHILIPPINE INTERNATIONAL BANK VS. CA

Producers Bank (now called First Philippine International Bank), which has
been under conservatorship since 1984, is the owner of 6 parcels of land.
The Bank had an agreement with Demetrio Demetria and Jose Janolo for
the two to purchase the parcels of land for a purchase price of P5.5
million pesos. The said agreement was made by Demetria and Janolo with
the Banks manager, Mercurio Rivera. Later however, the Bank, through
its conservator, Leonida Encarnacion, sought the repudiation of the
agreement as it alleged that Rivera was not authorized to enter into such
an agreement, hence there was no valid contract of sale. Subsequently,
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Demetria and Janolo sued Producers Bank. The regional trial court ruled
in favor of Demetria et al. The Bank filed an appeal with the Court of
Appeals.
Meanwhile, Henry Co, who holds 80% shares of stocks with the said Bank,
filed a motion for intervention with the trial court. The trial court denied
the motion since the trial has been concluded already and the case is now
pending appeal. Subsequently, Co, assisted by ACCRA law office, filed a
separate civil case against Demetria and Janolo seeking to have the
purported contract of sale be declared unenforceable against the Bank.
Demetria et al argued that the second case constitutes forum shopping.
ISSUES:
1. Whether or not there is forum shopping.
2. Whether or not there is a perfected contract of sale.
HELD:
Yes. There is forum shopping because there is identity of interest and
parties between the first case and the second case. There is identity of
interest because both cases sought to have the agreement, which
involves the same property, be declared unenforceable as against the
Bank. There is identity of parties even though the first case is in the name
of the bank as defendant, and the second case is in the name of Henry Co
as plaintiff. There is still forum shopping here because Henry Co
essentially represents the bank. Both cases aim to have the bank escape
liability from the agreement it entered into with Demetria et al. The
Supreme Court did not lay down any disciplinary action against the
ACCRA lawyers but they were warned that a repetition will be dealt with
more severely.
Yes. There is a perfected contract of sale because the bank manager,
Rivera, entered into the agreement with apparent authority. This
apparent authority has been duly proved by the evidence presented
which showed that in all the dealings and transactions, Rivera
participated actively without the opposition of the conservator. In fact, in
the advertisements and announcements of the bank, Rivera was

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designated as the go-to guy in relation to the disposition of the Banks

assets.
VDA. DE JOMOC V. CA (August 02, 1991)
FACTS:
A parcel of land in CDO owned by late Pantaleon Jomoc was fictitiously
sold to third persons in which the last transferee are the spouses Mariano
and Maria So. Maria Vda de Jomoc filed suit to recover the property and
won.
While pending appeal, Vda de Jomoc executed executed a Deed of
Extrajudicial Settlement and Sale of Land with private respondent for
P300,000.00. The document was not yet signed by all the parties nor
notarized but in the meantime, Maura So had made partial payments
amounting to P49,000.00.
So demanded from the heirs of Jomoc for the execution of final deed of
conveyance but the latter did no comply. As such, So filed a civil case and
a notice of lis pendens were placed in the title of the land.

On the same date, the heirs of Jomoc executed another extra-judicial

settlement with absolute sale in favor of intervenors Lim Leong Kang and
Lim Pue claiming that they believe that So already backed-out from the
agreement.
ISSUE:
WON the sale is enforceable.

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HELD:
Since petitioners admit the existence of the extra-judicial settlement, the
court finds that there was meeting of the minds between the parties and
hence, there is a valid contract that has been partly executed.
The contract of sale of real property even if not complete in form, so long
as the essential requisites of consent of the contracting parties, object,
and cause of the obligation concur and they were clearly established to
be present, is valid and effective as between the parties. Public document
is only needed to bind third persons.
The payment made by So is a clear proof of her intention to acquire the
property and the petitioners cannot claim about the respondent backing
out. The sale to the intervenors Lim cannot be recognized because when
they bought the property, there was already a notice of lis pendens and
the sale cannot be said to be in good faith.

stated that Guillerma shall continueto have possession of

the land, and pay an annual rental of Php 420 per
annumwhich is the amount equal to the loans interest.
That after sometime, Guillerma paid 1,000 pesos on the
loan, which then reduced the amount of the annual
rentalfrom 400 to 320 php. When Guillerma died, Santos
sent Cuyugan a notice to complywith the 420php rental,
which was agreed upon prior to the payment of 1000php
orhe will eject Cuyugan from the land. Cuyugan then
offered to pay the balance thathis mother owes Santos by
virtue of the right to repurchase agreed upon on the deed
of sale, but Santos refused to do so.A demurrer to the
complaint was filed by Santos, which was sustained by the
courtalleging that the period of the right to repurchase
has long been expired.

Cuyugan vs. Santos

Issue

Facts

Whether or not the demurrer should be sustained or

overruled by the court

Eutiquiyano Cuyugan filed an action to compel Santos to

enforce his right torepurchase in the deed of sale entered
into by his late mother, Guillerma, with thedefendant.
Allegedly, a deed of sale of the subject land was entered
into byGuillerma, and Santos with a right to repurchase
the land in a stipulated period of time, although this dee d
of sale is executed as a security for a loan that
Guillermahave with Santos. In the deed of sale, it further
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Held
The Supreme Court held that what should be given force
is the intention of the parties, and not the provisions of
the instrument on its face. Under the provisions of
contracts, for a valid contract to exist, there should be; 1)
consent, 2) cause, 3)consideration. Thus, in the present
case, what is consented by both parties is thatthis deed of
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sale is only in consideration for a loan, or by a nature of a

contract of mortgage. Moreover, by way of evidence it
was established by the court that the parties indeed treat
such as a contract of loan rather than a deed of sale when
Santos, when given by Guillerma 1000php in favor of such
contract, lowered the payment of the rental from 400 -320
php. Since the agreement was the 400 be equal to the
interest per annum, when the loan was reduced, the
interest as well reduced. This transaction proved that the
treatment and the intention of the parties was indeed as
a security for the loan, and not as a deed of sale
appearing before the face of the contract. Thus, the
Supreme Court ruled that the demurrer of e vidence
should be overruled.
ADDISON V. FELIX (August 03, 1918)

FACTS:
Petitioner Addison sold four parcels of land to Defendant spouses Felix
and Tioco located in Lucena City. Respondents paid 3K for the purchase
price and promised to pay the remaining by installment. The contract
provides that the purchasers may rescind the contract within one year
after the issuance of title on their name.

The petitioner went to Lucena for the survey designaton and delivery of
the land but only 2 parcels were designated and 2/3 of it was in
possession of a Juan Villafuerte.
The other parcels were not surveyed and designated by Addison.

Addison demanded from petitioner the payment of the first installment

but the latter contends that there was no delivery and as such, they are
entitled to get back the 3K purchase price they gave upon the execution
of the contract.

ISSUE:
WON there was a valid delivery.

HELD:
The record shows that the plaintiff did not deliver the thing sold. With
respect to two of the parcels of land, he was not even able to show them
to the purchaser; and as regards the other two, more than two-thirds of
their area was in the hostile and adverse possession of a third person.

It is true that the same article declares that the execution of a public
instruments is equivalent to the delivery of the thing which is the object
of the contract, but, in order that this symbolic delivery may produce the
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effect of tradition, it is necessary that the vendor shall have had such
control over the thing sold that, at the moment of the sale, its material
delivery could have been made. It is not enough to confer upon the
purchaser the ownership and the right of possession. The thing sold must
be placed in his control. When there is no impediment whatever to
prevent the thing sold passing into the tenancy of the purchaser by the
sole will of the vendor, symbolic delivery through the execution of a
public instrument is sufficient. But if there is an impediment, delivery
cannot be deemed effected.

moved out of the farm when Danguilan started to

cultivate the same for as long as she was given a share
from the harvests. She decided to file a case only after
the deliveries of farm produce have ceased.

ISSUE: Who has a better title over the land, Danguilan or

Apolonia?

DANGUILAN v IAC
FACTS: Domingo owned 2 lots, which he donated

HELD: DANGUILAN. At the onset, the donation in favor

through a private instrument to Danguilan for the

of Danguilan was valid even though embodied in a

consideration that the latter must take care of him for

private instrument, because it was an onerous donation.

the remainder of his life and manage his burial.

The deed of sale presented by Apolonia was also

Domingos daughter, Apolonia, laid claim to the land,

suspicious. It was only 3 years old and the consideration

presenting a public document allegedly executed in her

was paid for by her mother. Assuming that it was valid,

favor, the purchase price being paid for by her mother.

still the presumptive delivery is overcome by the fact

She however failed to take possession of the said

that she failed to take possession of the property.

property after the execution of the deed. In fact, she

Ownership, after all, is not transferred by mere

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stipulation butby actual and adverse possession. She

ISSUE: W/N this is a case of forcible entry

even transferred the same to Danguilan possession of

the same. She cannot have a better right in this case

HELD: NO. The case was not for forcible entry because

than Danguilan.

there was no allegation that Pasagui was in prior

physical possession of the land and that the

PASAGUI v VILLABLANCA

Villablancas, through force, stealth, or threat, deprived

FACTS: Pasagui purchased a parcel of land form t he

them thereof. While the sale was made through a public

Bocar Spouses for P2,800, which was embodied in a

document is equivalent to delivery, this presumption

public instrument. They failed to take possession of the

only holds true if there is no impediment to the

property because the Villablancas illegally took

possession of the purchaser. Such is not the case here.

possession of the property and harvested the coconuts

Since Pasagui had not yet acquired physical possession

therein. Thus, Pasagui filed a case for eje ctment before

of the land, the case was not one for forcible entry and

the CFI. The Bocar spouses were likewise impleaded.

the CFI (not municipal courts) has jurisdiction.

The latter contested that the case should be dismissed

DY JR v CA

because the CFI did not have jurisdiction over forcible

FACTS: Perfecto and Wilfredo Dy are brothers. Wilfredo

entry cases.

purchased a truck and a tractor, both of which were

mortgaged to Libra Financing as security for a loan.

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Perfecto wanted to purchase the tractor, he convinced

assumes the liability of the mortgagor.

his sister to purchase the truck. Perfecto executed a

In this case, there was constructive delivery already

public document to evidence the sale. Libra acceded to

upon the execution of the public instrument even if the

the sale and agreed that upon the issuance and

tractor could not yet be delivered. Execution of the

encashment of the check that they issued for the

public instrument and mutual consent of the parties was

purpose, the chattels can be released. However, in a

equivalent to constructive delivery. Th erefore, at the

case against Wilfredo filed by Gelac Trading, the sheriff

time when the sheriff levied upon the tractor, it was no

seized the tractor on levy and sold the same on public

longer the property of Wilfredo. Also the clearing of the

auction, with Gelac as the highest bidder. Perfecto thus

check was not a condition for the consummation of the

sought to recover the truck from Gelac.

sale but only upon the extinguishment of the mortgage.

POWER COMMERCIAL AND INDUSTRIAL CORP. v CA

ISSUE: W/N Wilfredo, as mortgagor, can sell the tractor

FACTS: Power Commercial Corp. entered into a contract

subject of a mortgage

of sale with the Quiambao spouses. It agreed to assume

the mortgages thereon. A Deed of Absolute Sale with

HELD: YES. The mortgagor (Wilfredo) had every right to

Assumption of Mortgage was executed. Power

sell the property subject to mortgage even without the

Commercial failed to settle the mortgage debt

consent of the mortgagee as long as the purchaser

contracted by the spouses, thus it could not undertake

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the proper action to evict the lessees on the lot. Power

executed amounted to symbolic delivery of the property

Commercial thereafter sought to rescind the contract of

sold and authorized the buyer to use the document as

the sale alleging that it failed to take actual and

proof of ownership. Power Commercial was deprived of

physical possession of the lotwhich allegedly negated

ownership only after it failed to remit the

constructive delivery.

amortizations, but not due to failure of delivery.

ISSUE: W/N there was delivery

HELD: YES. First, such a condition that the Quiambao

spouses would evict the lessees therein was not
stipulated in the contract. In fact, Power Commercial
was well aware of the presence of the tenants therein.
Also in this case, Power Commercial was given control
over the said lot and it endeavored to terminate the
occupation of the actual tenants.
Control cannot be equated with actual possession.
Power Commercial, as purchaser, agreed voluntarily to
assume the risks involved. The public instrument
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