Case Digest (G.R. No. 152928)
Facts:
In July 2003, Malate Construction Development Corporation (MCDC), a domestic developer of low‐cost housing projects, and its President Giovanni Olivares entered into a Marketing Agreement with Extraordinary Realty Agents & Brokers Cooperative (ERABCO) to promote and sell residential units in Mahogany Villas, Looc, Calamba, Laguna. Under Section F of the Agreement, ERABCO was to market and sell at least ten units within two months and earn a nine percent commission on the first P50 million of sales (rising to ten percent if it reached P50 million within five months), paid in four tranches upon meeting specified requirements for reservations, loan documentation, amortization remittances, and release of take‐out proceeds. ERABCO sold 202 units totaling P140,461,655.56 and submitted documentary proof of compliance. Despite partial payments of P8,571,629.12, MCDC refused to pay the remaining balance. In 2006, ERABCO filed a complaint for sum of money and damages in the Manila RTC, BrCase Digest (G.R. No. 152928)
Facts:
- Parties and Background
- Malate Construction Development Corporation (MCDC) is a domestic corporation engaged in low-cost housing development; Giovanni Olivares is its President.
- Extraordinary Realty Agents & Brokers Cooperative (ERABCO) is a real estate broker cooperative.
- Marketing Agreement (July 2003)
- ERABCO undertook to promote and sell at least ten housing units in Mahogany Villas (Looc, Calamba, Laguna) within two months by project briefings, site visits, buyer screening and related activities.
- MCDC agreed to pay ERABCO a 9% commission on the first ₱50 million sales in 2–5 months and 10% if the ₱50 million mark was reached within that period. For Pag-IBIG and bank-financed sales, commissions were released in four tranches (20%, 10%, 30%, 40%) upon specified borrower requirements and loan take-out.
- Breakdown of Relations and Complaint
- In 2005–2006, MCDC refused to pay ERABCO’s commissions; demand letters were ignored.
- ERABCO filed a complaint for sum of money (₱4,962,935.77 plus exemplary damages and attorney’s fees). Olivares was impleaded; MCDC and Olivares denied liability and counterclaimed.
- Proceedings Below
- RTC (Oct. 21, 2013) found ERABCO sold 202 units worth ₱140,461,655.56, earned ₱12,641,549.00 at 9%, had been paid ₱8,571,629.12, and awarded the balance ₱4,069,919.88 plus interest and attorney’s fees; held Olivares solidarily liable.
- CA (May 10, 2018) affirmed with modified interest: 12% p.a. until June 30, 2013; 6% p.a. thereafter until finality; 6% p.a. on attorney’s fees post-finality.
- MCDC’s motion for reconsideration was denied (Dec. 17, 2018); MCDC and Olivares filed Rule 45 petition.
Issues:
- Is MCDC liable for ERABCO’s broker’s fees under the Marketing Agreement?
- Can Giovanni Olivares be held personally and solidarily liable for MCDC’s obligation?
Ruling:
- (Subscriber-Only)
Ratio:
- (Subscriber-Only)
Doctrine:
- (Subscriber-Only)