G.R. No. 204039 - United Coconut Planters Bank vs. Spouses Uy

Prime Town Property Group, Inc. (PPGI) and E. Ganzon Inc. were the joint developers of the Kiener Hills Mactan Condominium Project (Kiener Hills).
Spouses Walter Uy and Lily Uy (respondents) entered into a Contract to Sell with PPGI in 1997 for a unit in the project.
The total contract price was P1,151,718.75, payable with an initial down payment of P100,000.00 and the balance in 40 monthly installments of P26,297.97 spanning from January 16, 1997 to April 16, 2000.

On April 23, 1998, PPGI and United Coconut Planters Bank (UCPB) executed a Memorandum of Agreement (MOA) and a Sale of Receivables and Assignment of Rights and Interests.
By these agreements, PPGI transferred its right to collect the receivables (including those due from respondents) to UCPB as partial settlement for its P1,814,500,000.00 loan with the bank.

On April 17, 2006, amidst claims that PPGI failed to complete the construction of the condominium units despite full payment, respondents filed a complaint for sum of money and damages before the HLURB Regional Office.
On November 29, 2006, the HLURB Regional Office ruled that respondents were entitled to a refund due to PPGI’s failure to deliver completed units, but held that UCPB was not solidarity liable since only the accounts receivable were transferred (not the entire project).
Consequently, the proceedings against PPGI were suspended due to its corporate rehabilitation.

Dissatisfied with the Regional Office decision, respondents appealed to the HLURB Board.

On September 17, 2007, the HLURB Board reversed the earlier decision by ordering UCPB to be solidarily liable with PPGI, holding UCPB as successor-in-interest and requiring it to refund the full amount of P1,151,718.75 (with interest) along with awarding exemplary damages and attorney’s fees.

In its March 24, 2010 decision, the OP affirmed the HLURB Board’s ruling, emphasizing that the agreement between PPGI and UCPB transferred all rights and interests over Kiener Hills to the bank.
The OP clarified that the suspension of proceedings applied only to PPGI, not to UCPB.

UCPB appealed the OP decision before the Court of Appeals (CA).
On May 23, 2012, the CA ruled that although respondents were entitled to a refund, UCPB’s liability was limited only to the amount it had actually received from the respondents rather than the full purchase price.

This ruling was supported by previous CA pronouncements in United Coconut Planters Bank v. O’Halloran, which treated the assignment of receivables as not rendering UCPB the developer of the project.

UCPB moved for reconsideration but this motion was denied by the CA on October 18, 2012.

A key document in the records was a demand letter from UCPB indicating the amount received from respondents.
Although respondents allege full payment of the purchase price, the only uncontroverted evidence showed that UCPB received P157,757.82.
Consequently, a discrepancy arose regarding the basis for computing UCPB’s liability.

Whether the Court of Appeals gravely erred in misinterpreting and applying the final and executory decision in United Coconut Planters Bank v. O’Halloran, particularly in invoking the doctrine of stare decisis.
The contention focused on whether lower court decisions (like that of UCPB v. O’Halloran) should bind the determination of issues in the instant case.

Whether the CA gravely erred in ruling that UCPB was liable to respondents for an amount which respondents did not actually pay to the bank and which UCPB did not unquestionably receive.
This involved a dispute over the proper computation of UCPB’s liability – whether it should be based on the full contractual price or solely the credited/received amount (as evidenced by the demand letter).

Whether the factual findings pertaining to the actual amount received could be reviewed under a petition for review, given that typically only questions of law may be raised.
This issue touches on the recognized exceptions to the rule, wherein a misapprehension of facts or speculative conclusions by a lower court may warrant a review.