FACTS:
On
July 29, 1987, a Second Amended Complaint for Specific Performance was filed by
Ang Yu Asuncion and Keh Tiong, et al., against Bobby Cu Unjieng and Jose Tan
before the Regional Trial Court of Manila.
The
plaintiffs were tenants or lessees of residential and commercial spaces owned
by defendants in Binondo, Manila. On several conditions defendants informed the
plaintiffs that they are offering to sell the premises and are giving them
priority to acquire the same. During negotiations, Bobby Cu Unjieng offered a
price of P6-million while plaintiffs made a counter of offer of P5-million.
Plaintiff thereafter asked the defendants to put their offer in writing to
which the defendants acceded. In reply to defendants’ letter, plaintiffs wrote,
asking that they specify the terms and conditions of the offer to sell. When
the plaintiffs did not receive any reply, they sent another letter with the
same request.Since defendants failed to specify the terms and conditions of the
offer to sell and because of information received that the defendants
were about to sell the property, plaintiffs were compelled to file the
complaint to compel defendants to sell the property to them.
The
court dismissed the complaint on the ground that the parties did not agree upon
the terms and conditions of the proposed sale, hence, there was no contact of sale
at all.
On
November 15, 1990, the Cu Unjieng spouses executed a Deed of Sale transferring
the property in question to Buen Realty and Development Corporation. Buen
Realty, as the new owner of the subject property, wrote to the lessees
demanding the latter to vacate the premises. In its reply, it stated that Buen
Realty and Development Corporation brought the property subject to the notice
of lis pendens.
ISSUE:
WON
Buen Realty be bound by the writ of execution by virtue of the notice of lis
pendens.
RULING:
No. An obligation
is a juridical necessity to give, to do or not to do (Art. 1156, Civil Code).
The obligation is upon the concurrence of the essential elements thereof, viz:
(a) the vinculum juris or juridical tie which
is the efficient cause established by the various sources of obligations; (b)
the object which is the prestation or conduct, required
to observed; and (c) the subject-persons who, viewed
demandability of the obligation are the active (oblige) and the passive (obligor)
subjects.
Among the sources
of an obligation is a contract (Art. 1157), which is a meeting of minds between
two persons whereby one binds himself, with respect to the other, to give
something or to render some service. A contract undergoes various stages
that include its negotiation or preparation, its perfection and, finally, its
consummation.
Until the
contract is perfected, it cannot, as an independent source of obligation, serve
as a binding juridical relation. In sales, particularly, to which the case at
bench belongs, the contract is perfected when a person, called the seller,
obligates himself, for a price certain, to deliver and to transfer ownership of
a thing or right to another, called the buyer, over which the latter agrees.
The registration
of lis pendens* must be independently addressed in appropriate
proceedings.Therefore, Buen Realty cannot be held subject to the writ of
execution issued by the respondent Judge, let alone ousted from the ownership
and possession of the property, without first being duly afforded its day in
court.
*lis pendens- a
pending legal action, or a formal notice of this
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