Title
Equatorial Realty Development, Inc. vs. Mayfair Theater, Inc.
Case
G.R. No. 133879
Decision Date
Nov 21, 2001
Dispute over property ownership and back rentals; Equatorial's bad faith purchase violated Mayfair's right of first refusal, barring rental claims.
A

Case Digest (G.R. No. 133879)

Facts:

  • Parties and nature of action
    • Equatorial Realty Development, Inc. (Petitioner) filed a petition for review under Rule 45, Rules of Court, docketed as G.R. No. 133879, challenging the March 11, 1998 Order of the Regional Trial Court (RTC), Manila, Branch 8, dismissing Civil Case No. 97-85141 and the RTC Order of May 29, 1998 denying reconsideration.
    • Mayfair Theater, Inc. (Respondent) filed a Motion to Dismiss in RTC Civil Case No. 97-85141 asserting forum-shopping and that plaintiff’s cause of action was barred by prior judgment.
  • Antecedent transactions and leases
    • Carmelo & Bauermann, Inc. ("Carmelo") owned a parcel of land with two two-storey buildings on Claro M. Recto Avenue, Manila, covered by TCT No. 18529.
    • On June 1, 1967 Carmelo leased to Mayfair portion of the second floor and mezzanine (Maxim Theater) for twenty years.
    • On March 31, 1969 Carmelo executed a second twenty-year lease with Mayfair covering other portions (Miramar Theater), both leases granting Mayfair a right of first refusal.
  • Sale to petitioner and initial litigation
    • On July 30/31, 1978 Carmelo sold the subject properties to Equatorial for P11,300,000 without offering them first to Mayfair.
    • Mayfair sued in the RTC for annulment of the Deed of Absolute Sale, specific performance of the right of first refusal, and damages; the RTC ruled for Carmelo and Equatorial but the Court of Appeals reversed.
    • This Court resolved the dispute in G.R. No. 106063, November 21, 1996, denying the petition and directing rescission of the Deed of Absolute Sale, return of the purchase price to Equatorial, retransfer of ownership to Carmelo, and allowing Mayfair to buy the lots for P11,300,000.
  • Execution problems and subsequent proceedings
    • The G.R. No. 106063 decision became final and executory on March 17, 1997; upon execution, Carmelo could not be located and Mayfair deposited P11,300,000 less P847,000 withholding tax with the clerk of court.
    • The RTC issued a Deed of Reconveyance in favor of Carmelo and a Deed of Sale in favor of Mayfair, and the Registry of Deeds issued new titles in Mayfair's name (TCT Nos. 235120–235123).
    • The Court of Appeals later ordered Mayfair to deposit P847,000 with the clerk to complete P11,300,000 to be turned over to Equatorial; this appellate ruling was reviewed in G.R. No. 136221 and clarified by this Court on May 12, 2000.
  • Origin of present claim for rentals
    • On September 18, 1997 Equatorial filed Civil Case No. 97-85141 in RTC, Branch 8, seekin...(Subscriber-Only)

Issues:

  • Substantive issue
    • Whether Equatorial is entitled to collect backrentals or reasonable compensation from Mayfair for the period after the lease expirations given the rescission in G.R. No. 106063.
  • Procedural issue
    • Whether the RTC dismissed Civil Case No. 97-85141 on a ground raised by Mayfair in its Motion to Dismiss and on a ground recognized by Rule 16, Sec. 1, Rules of Court, or whether the dismissal was based on an improper and unraised ground.
  • Ancillary legal questions
    • Whether ownership under the Contract of Sale passed to Equatorial despite continued actual possession by Mayfair and litigation cont...(Subscriber-Only)

Ruling:

  • (Subscriber-Only)

Ratio:

  • (Subscriber-Only)

Doctrine:

  • (Subscriber-Only)

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