Case Summary (G.R. No. 202947)
Background of the Case
This case pertains to a dispute arising from a Deed of Sale executed on June 29, 1994, between Ortigas & Company Limited Partnership and Amethyst Pearl Corporation involving a parcel of land situated in Barrio Oranbo, Pasig City. The property was registered under Transfer Certificate of Title (TCT) No. 65118, for a consideration of PhP 2,024,000. Amethyst subsequently assigned its rights to the petitioner, ASB Realty Corporation, on December 28, 1996, through a Deed of Assignment in Liquidation in exchange for shares in ASB. The case arose when Ortigas filed a complaint against ASB, alleging violations of the Deed of Sale's terms.
Proceedings in Lower Courts
The Regional Trial Court (RTC) dismissed Ortigas' complaint on December 14, 2009, asserting violations concerning the construction of a building, setbacks, and usage of the property. It concluded that Ortigas was guilty of laches for failing to enforce the terms against Amethyst prior to the assignment to ASB. Ortigas' appeal to the Court of Appeals saw an initial affirmation of the RTC ruling but was later reversed in an amended decision on January 9, 2012, where Ortigas prevailed. The appellate court ruled that Ortigas had not lost its right to enforce the restrictions due to the prescriptive period, which was found to be intact.
Legal Issues and Arguments
The principal legal issues involved whether Ortigas had validly rescinded the Deed of Sale due to Amethyst's and subsequently ASB's failure to fulfill contractual covenants. ASB contended that Ortigas had effectively consented to the non-compliance by not pursuing enforcement against other similar properties, thus invoking principles of laches and waiver.
Court of Appeals Decision
In its January 9, 2012 ruling, the Court of Appeals emphasized that Ortigas had a valid cause of action due to Amethyst's failure to construct within the designated time, which fell within the ten-year prescriptive period for enforcement of contract rights. It argued that ASB, as a successor to Amethyst, was still bound by the conditions annotated on the title despite the argument that non-enforcement against others constituted a waiver.
Supreme Court Ruling
The Supreme Court found merit in ASB's petition for review, determining that Ortigas' rescission claims could not prosper. The court clarified that the failure to comply with the covenants by Amethyst did not translate liability to ASB. Importantly, it ruled that Ortigas's claims against ASB were barred as ASB had acquired the property with the understanding that it had no duty to comply with prior obligations of Amethyst, especially since those obligations had not been formally as
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Case Overview
- This case revolves around an appeal by ASB Realty Corporation (petitioner) against Ortigas & Company Limited Partnership (respondent) regarding the rescission of a Deed of Sale and the reconveyance of property.
- The appeal seeks to review the amended decision of the Court of Appeals (CA) dated January 9, 2012, which reversed a prior ruling by the Regional Trial Court (RTC) that dismissed Ortigas' complaint for specific performance.
Antecedents
- On June 29, 1994, Ortigas entered into a Deed of Sale with Amethyst Pearl Corporation for a parcel of land in Pasig City for PhP 2,024,000.00.
- The Deed included specific covenants, conditions, and restrictions regarding the use and construction of buildings on the property.
- Amethyst subsequently assigned the land to ASB Realty Corporation on December 28, 1996, under a Deed of Assignment in Liquidation.
- Ortigas filed a complaint for specific performance on July 7, 2000, alleging that ASB violated the terms of the Deed of Sale by failing to complete construction and by undertaking unauthorized commercial activities on the property.
Initial RTC Decision
- The RTC dismissed Ortigas' complaint on December 14, 2009, citing Ortigas' failure to act against Amethyst for its non-compliance with the Deed of Sale, which constituted laches.
- The RTC noted that the restrictions in the Deed of Sal