Title
Spouses Serrano vs. Caguiat
Case
G.R. No. 139173
Decision Date
Feb 28, 2007
Petitioners canceled a land sale after respondent failed to pay the balance by the agreed date. SC ruled the agreement was a **contract to sell**, not a sale, allowing cancellation due to non-payment.

Case Digest (G.R. No. 210475)

Facts:

  • Parties and Property
    • Spouses Onnie Serrano and Amparo Herrera (petitioners) are the registered owners of a 439-sqm lot in Las Piñas, Metro Manila, under TCT No. T-9905.
    • Godofredo Caguiat (respondent) expressed interest in March 1990 to purchase the lot at ₱1,500.00 per square meter.
  • Partial Payment and Receipt
    • On March 19, 1990, respondent paid ₱100,000.00 as partial payment.
    • Petitioners issued a “Receipt for Partial Payment” stating:
      • The amount received was ₱100,000.00 as partial payment of the lot.
      • Respondent promised to pay the balance and execute the final deed of sale on or before March 23, 1990.
  • Subsequent Correspondence and Cancellation
    • March 28, 1990 – Through counsel, respondent informed petitioners of his readiness to pay the balance and requested preparation of the deed of sale.
    • April 4, 1990 – Petitioners’ counsel notified respondent that Amparo Herrera would depart abroad by April 15, 1990, and unilaterally canceled the transaction, offering to return the ₱100,000.00.
    • April 6, 1990 – Petitioners delivered to respondent’s counsel a manager’s check for ₱100,000.00, effecting the return of the earnest money.
  • Trial Court Proceedings
    • Respondent filed for specific performance and damages before the RTC, Makati (Civil Case No. 90-1067).
    • June 27, 1994 – The trial court found a perfected contract of sale, citing Article 1482 on earnest money as proof of perfection, and ordered petitioners to execute the final deed of sale.
    • January 29, 1999 – The Court of Appeals affirmed the RTC decision; its resolution denying reconsideration issued July 14, 1999.
  • Supreme Court Review
    • Petitioners filed a Rule 45 petition, questioning whether the partial-payment receipt constituted a perfected contract of sale or merely a contract to sell.
    • Central contention: absence of clear agreement on the full price and the lack of a formal deed of sale prevented perfection of the contract under Articles 1458, 1475, and 1482 of the Civil Code.

Issues:

  • Whether the “Receipt for Partial Payment” is a contract of sale or a contract to sell.
  • Whether the payment of ₱100,000.00 perfected the contract under Article 1482 of the Civil Code.
  • Whether respondent can compel specific performance given the nature of the parties’ agreement.

Ruling:

  • (Subscriber-Only)

Ratio:

  • (Subscriber-Only)

Doctrine:

  • (Subscriber-Only)

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