Case Digest (G.R. No. 111890)
Facts:
CKH Industrial and Development Corporation and Rubi Saw v. The Court of Appeals, (Former 13th Division), G.R. No. 111890, May 07, 1997, Supreme Court Second Division, Torres, Jr., J., writing for the Court.Petitioners CKH Industrial and Development Corporation (CKH) and Rubi Saw sued private respondents Century-Well Phil. Corporation, Lourdes Chong, Chong Tak Kei, and mediator Uy Chi Kim, and impleaded the Register of Deeds of Metro Manila – District III (Valenzuela), seeking rescission and annulment of a Deed of Absolute Sale covering two parcels of land in Karuhatan, Valenzuela, on the ground that the P800,000 purchase price was not paid.
Facts leading to suit: CKH owned the two lots (TCT Nos. 8710 and 8711). On May 8, 1988, a Deed of Absolute Sale was executed, drafted by the vendees, in which CKH (through Rubi Saw) purportedly sold the lots to Century-Well (through Lourdes Chong) for P800,000 and the deed recited receipt of that sum. Petitioners allege the parties agreed payment would be by manager’s check at signing, but only P100,000 in cash was delivered that day and the balance never paid; they therefore demanded payment and, alleging deceit and nonpayment, filed the complaint on May 23, 1988 and sought a preliminary injunction to prevent registration of the sale.
At trial before the Regional Trial Court of Valenzuela (Civil Case No. 2845-V-88, Branch 172), petitioners rested on the deed’s express requirement of payment of P800,000 and testimony that the balance was unpaid; respondents asserted the sale was the settlement of a family dispute and that payment consisted of P100,000 cash plus application by way of compensation (set-off) of promissory notes executed in favor of Chong Tak Choi and Chong Tak Kei totaling P700,000. Uy Chi Kim testified he mediated and presented cash and the promissory notes. The RTC denied the preliminary injunction and, after trial, rendered judgment on February 4, 1991 granting rescission of the deed for failure of consideration, awarding moral damages, attorney’s fees and costs, and ordering cancellation/reissuance of titles.
The Court of Appeals, however, reversed in a Decision dated April 21, 1993, finding that payment occurred: P100,000 in cash and P700,000 by compensation (off-setting of the promissory notes), and therefore dismissed the complaint; it also ordered petitioners to pay moral dama...(Subscriber-Only)
Issues:
- Procedural: May parol evidence be admitted to vary or explain the unambiguous written Deed of Absolute Sale to establish that payment was by compensation rather than in cash?
- Substantive: Was there valid payment of the stipulated purchase price — specifically, could the P700,000 reflected in promissory notes in favor of Cheng’s sons be set off (compensated) against CKH’s obligation to Century-Well so as to constitute payment of the purchase price?
- Substantive/remedial: If payment was not made, is res...(Subscriber-Only)
Ruling:
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Ratio:
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Doctrine:
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