Case Digest (G.R. No. 132864)
Facts:
In Philippine Free Press, Inc. (“Petitioner”), a domestic corporation publishing a widely circulated political magazine, filed in the Regional Trial Court of Makati, Branch 146, on February 26, 1987, a complaint for annulment of two deeds of sale executed on October 23, 1973, against the Presidential Commission on Good Government and Liwayway Publishing, Inc. (“Respondent”), represented by Brig. Gen. Hans Menzi. Petitioner alleged that its main office and printing press, located on a 5,000-sqm lot at No. 2249 Pasong Tamo Street, Makati (TCT No. 109767), were seized and padlocked at gunpoint on September 20, 1972, by soldiers acting under Martial Law; its President, Teodoro Locsin, Sr., was arrested and detained without charges; and he was coerced into selling the land, building and machinery for ₱5,750,000 under threat that “Marcos cannot be denied.” The trial court dismissed the complaint and granted Respondent’s counterclaim for attorney’s fees on October 31, 1995. On appeal (Case Digest (G.R. No. 132864)
Facts:
- Petitioner’s Background and Property
- Philippine Free Press, Inc. (“Petitioner”) published a widely circulated political magazine.
- In 1963, Petitioner acquired a 5,000-sqm lot at No. 2249 Pasong Tamo Street, Makati (TCT No. 109767) and erected its main office.
- Martial Law Intervention
- Pre-Martial Law, Petitioner criticized President Marcos and predicted dictatorship.
- On September 20–21, 1972, the military padlocked the Free Press building, arrested Teodoro Locsin, Sr. without charges, and forced him under “city arrest” not to publish or criticize the regime.
- Publication ceased; financial ruin followed; employees and minority shareholders demanded separation pay and buy-outs.
- Negotiations and Sale
- In 1973, emissaries of Marcos (Atty. Baizas, Sec. De Vega, Brig. Gen. Menzi) repeatedly offered to buy Petitioner; Locsin, Sr. refused until negotiating a sale of land, building, machinery—but retaining the “Free Press” name.
- On August 22, 1973, Menzi paid P1,000,000 downpayment; board approved the sale.
- On October 23, 1973, two deeds of sale were executed for P5,750,000; proceeds paid employees, bought out minority shares, and settled obligations.
- Judicial Proceedings
- On February 26, 1987, Petitioner filed for annulment of the 1973 sales, citing vitiated consent and gross inadequacy of price; PCGG was later dismissed.
- Trial court (Oct. 31, 1995) dismissed the complaint and awarded attorney’s fees to Liwayway Publishing, Inc.
- Court of Appeals (Feb. 25, 1998) affirmed with deletion of attorney’s fees award.
- Petitioner filed Rule 45 petition, challenging prescription, duress, price inadequacy, implied ratification, and exclusion of proffered exhibits.
Issues:
- Whether Martial Law operated as force majeure to suspend the four-year prescriptive period for annulment under Art. 1391 of the Civil Code.
- Whether Petitioner’s consent to the 1973 sale was vitiated by duress, intimidation or undue influence by Marcos through Menzi.
- Whether the purchase price of P5,750,000 was so grossly inadequate as to invalidate the sale.
- Whether Petitioner’s use of the sale proceeds constituted implied ratification under Art. 1393 of the Civil Code.
- Whether proffered Exhibits X-6 to X-7 and Y-3 establishing Marcos’s ownership of Liwayway were admissible and relevant.
Ruling:
- (Subscriber-Only)
Ratio:
- (Subscriber-Only)
Doctrine:
- (Subscriber-Only)