Facts:

On April 11, 2000, Angeline M. Gueco (respondent) entered into a sale transaction with B. Sta. Rita & Co., Inc. (petitioner) for the purchase of four parcels of land located in Barangay San Juan de Mata, Tarlac City. The transaction was documented through a Deed of Absolute Sale, with a total consideration of P1,000,000.00, as evidenced by Transfer Certificate of Title (TCT) Nos. T-137998, T-191599, T-191600, and T-191601 issued by the Registry of Deeds of Tarlac. In October 2001, Gueco filed a petition for the surrender of the subject titles against B. Sta. Rita, its corporate secretary Edgardo Kanapi, and the Tarlac Registry of Deeds, which was assigned as Civil Case No. 9245. In their answer, B. Sta. Rita and Edgardo contended that the sale was a conditional sale for P25,000,000.00, asserting that Gueco had only paid P1,565,000.00 and that they retained possession of the properties until Ben Sta. Rita's death in 2001.

Subsequently, on July 30, 2003, the heirs of...

Facts:

1. Sale Transaction: On April 11, 2000, respondent Angeline M. Gueco purchased four parcels of land from petitioner B. Sta. Rita & Co., Inc. (B. Sta. Rita) through its then President, Ben Sta. Rita, for a total consideration of P1,000,000.00. The sale was evidenced by a Deed of Absolute Sale.
2. Surrender of Titles Case: In October 2001, Gueco filed a petition for the surrender of the titles against B. Sta. Rita, its corporate secretary Edgardo Kanapi, and the Registry of Deeds of Tarlac. B. Sta. Rita and Edgardo claimed the sale was conditional, with a total consideration of P25,000,000.00, and that Gueco only paid P1,565,000.00.
3. Reformation Case: In July 2003, the Sta. Ritas (heirs of Ben Sta. Rita) filed a derivative suit for reformation and rescission of the contract, alleging the sale was conditional and that Gueco failed to pay the balance.
4. Intervention: Arlene Sta. Rita Kanapi, wife of Edgardo, and the Heirs of Edgardo intervened in the reformation case, reiterating the Sta. Ritas' claims.
5. RTC Ruling: The RTC rescinded the sale, ruling it was a contract to sell, not an absolute sale, and ordered the return of P1,000,000.00 to Gueco.
6. CA Ruling: The CA reversed the RTC, holding that the dismissal of the reformation case barred the rescission of the sale under the principles of res judicata and law of the case.

Issue:

1. Whether Arlene Sta. Rita Kanapi and the Heirs of Edgardo have legal personality to appeal the CA Decision.
2. Whether the CA erred in applying the doctrine of res judicata in reversing the RTC's Joint Decision.
3. Whether the sale transaction should be considered an equitable mortgage due to the alleged paltry consideration of P1,000,000.00.

Ruling:

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Ratio:

• (Subscriber-Only)