4. Vda. de Sarmiento vs. Lesaca, 108 Phil.
900, June 30, 1960
900 PHILIPPINE REPORTS ANNOTATED
Vda. de Sarmiento vs. Lesaca
[No. L-15385. June 30, 1960]
ALEJANDRA BUGARIN VDA. DE SARMIENTO, plaintiff and appellee, vs. JOSEFA R.
LESACA, defendant and appellant.
1. 1.SALE; DELIVERY OF SUBJECT-MATTER TO VENDEE; EXECUTION OF PUBLIC
INSTRUMENT EQUIVALENT TO DELIVERY.—When a contract of sale is executed
the vendor is bound to deliver to the
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VOL. 108, JUNE 30, 1960 901
Vda. de Sarmiento vs. Lesaca
1. vendee the thing sold by placing the vendee in the control and possession of the
subject-matter of the contract. However, if the sale is executed by means of a
public instrument, the mere execution of the instrument is equivalent to
delivery unless the contrary appears or is clearly to be inferred from such
instrument.
1. 2.ID.; ID.; ID.; WHEN PUBLIC INSTRUMENT NOT EQUIVALENT TO DELIVERY.—
Although it is postulated in Article 1462 that the execution of a public
document is equivalent to delivery, this legal fiction only holds true when
there is no impediment that may prevent the passing of the property from the
hands of the vendor into those of the vendee.
1. 3.ID.; RESCISSION; RIGHT OF THE PARTY PREJUDICED TO EXACT FULFILLMENT
OR RESCIND THE SALE.—In a contract of sale the obligation of the parties is
reciprocal, and, as provided by law, in case one of the parties f ails to comply
with what is incumbent upon him to do, the person prejudiced may either
exact the fulfillment of the obligation or rescind the sale.
APPEAL from a judgment of the Court of First Instance of Zambales. Lacson, J.
The facts are stated in the opinion of the Court.
Juan R. Arbizo for appellee.
Pastor de Castro for appellant.
BAUTISTA ANGELO, J.:
On December 31, 1949, plaintiff filed a complaint in the Court of First
Instance of Zambales praying for the rescission of the contract of sale executed
between her and defendant for failure of the latter to place the former in the
actual physical possession of the lands she bought.
After issues were joined, the parties submitted the case for decision upon the
following stipulation of facts: that on January 18, 1949, plaintiff bought from
defendant two parcels of land for P5,000; that after the sale, plaintiff tried to
take actual physical possession of the lands but was prevented from doing so by
one Martin Deloso who claims to be the owner thereof; that on February 1,
1949, plaintiff instituted an action before the Tenancy Enforcement Division of
the Department of Justice to oust said Martin Deloso from the possession of the
lands, which
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902 PHILIPPINE REPORTS ANNOTATED
Vda. de Sarmiento vs. Lesaca
action she later abandoned for reasons known only to her; that on December 12,
1949, plaintiff wrote defendant asking the latter either to change the lands sold
with another of the same kind and class or to return the purchase price together
with the expenses she had incurred in the execution of the sale, plus 6 per cent
interest; and that since defendant did not agree to this proposition as evidenced
by her letter dated December 21, 1949, plaintiff filed the present action.
On April 11, 1957, the trial court rendered judgment declaring the deed of
sale entered into between plaintiff and defendant rescinded, and ordering the
latter to pay the former the sum of P5,000, representing the purchase price of
the lands, plus the amount of P50.25 which plaintiff spent for the execution and
registration of the deed of sale, with legal interest on both sums from January
18, 1949. Defendant, in due time, appealed to the Court of Appeals, but the case
was certified to us on the ground that the questions involved are purely legal.
The first issue posed by appellant is whether the execution of the deed of sale
in a public document (Exhibit A) is equivalent to delivery of possession of the
lands sold to appellee thus relieving her of the obligation to place appellee in
actual possession thereof.
Articles 1461 and 1462 of the old Civil Code provide:
"ART. 1461. The vendor is bound to deliver and warrant the thing which is the subject-
matter of the sale."
"ART. 1462. The thing- sold shall be deemed delivered when the vendee is placed in
the control and possession thereof.
"If the sale should be made by means of a public instrument, the execution thereof
shall be equivalent to the delivery of the thing which is the subject-matter of the
contract unless the contrary appears or is clearly to be inferred from such instrument."
From the above it is clear that when a contract of sale is executed the vendor is
bound to deliver to the vendee the thing sold by placing the vendee in
the control and possession of the subject-matter of the contract. However,
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VOL. 108, JUNE 30, 1960 903
Vda. de Sarmiento vs. Lesaca
if the sale is executed by means of a public instrument, the mere execution of
the instrument is equivalent to delivery unless the contrary appears or is clearly
to be inferred from such instrument.
The question that now arises is: Is there any stipulation in the sale in question
from which we can infer that the vendor did not intend to deliver outright the
possession of the lands to the vendee? We find none. On the contrary, it can be
clearly seen therein that the vendor intended to place the vendee in actual
possession of the lands immediately as can be inferred from the stipulation that
the vendee "takes actual possession thereof * * * with full rights to dispose,
enjoy and make use thereof in such manner and form as would be most
advantageous to herself." The possession referred to in the contract evidently
refers to actual possession and not merely symbolical inferable from the mere
execution of the document.
Has the vendor complied with this express commitment? she did not. As
provided in Article 1462, the thing sold shall be deemed delivered when the
vendee is placed in the control and possession thereof, which situation does not
here obtain because from the execution of the sale up to the present the vendee
was never able to take possession of the lands due to the insistent ref usal of
Martin Deloso to surrender them claiming ownership thereof. And although it is
postulated in the same article that the execution of a public document is
equivalent to delivery, this legal fiction only holds true when there is no
impediment that may prevent the passing of the property from the hands of the
vendor into those of the vendee. This is what we said in a similar case:
"The Code imposes upon the vendor the obligation to deliver the thing sold. The thing is
considered to be delivered when it is placed 'in the hands and possession of the vendee'
(Civ. Code, art. 1462.) It is true that the same article declares that the execution of a
public instrument is equivalent to the delivery of the thing which is the object of the
contract, but, in order that this symbolic delivery
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904 PHILIPPINE REPORTS ANNOTATED
Vda. de Sarmiento vs. Lesaca
may produce the effect of tradition, it is necessary that the vendor shall have had
such control over the thing sold that, at the moment of the sale, its material delivery
could have been made. It is not enough to confer upon the purchaser
the ownership and right of possession. The thing sold must be placed in
his control. When there is no impediment whatever to prevent the thing sold passing
into the tenancy of the purchaser by the sole will of the vendor, symbolic delivery
through the execution of a public instrument is sufficient. But if, notwithstanding the
execution of the instrument, the purchaser cannot have the enjoyment and material
tenancy of the thing and make use of it himself or through another in his name, because
such tenancy and enjoyment are opposed by the interposition of another will, then
fiction yields to reality—the delivery has not been effected." (Addison vs. Felix and
Tioco, 38 Phil., 404; See also Garchitorena vs. Almeda, 48 Off. Gaz., No. 8, 3432; 3437)
The next question to resolve is: Can plaintiff rescind the contract of sale in view
of defendant's failure to deliver the possession of the lands?
We are inclined to uphold the affirmative. While defendant contends that
rescission can be availed of only in the cases enumerated in Articles 1291 and
1292 of the old civil Code and being a subsidiary remedy (Article 1294) it can
only be resorted to when no other remedy is available, yet we agree with
plaintiff's contention that this action is based on Article 1124 of the same Code,
which provides:
"ART. 1124. The right to resolve reciprocal obligations, in case one of the obligors should
fail to comply with that which is incumbent upon him, is deemed to be implied.
"The person prejudiced may choose between exacting the fulfillment of the
obligation or its resolution with indemnity for losses and payment of interest in either
case. He may also demand the resolution of the obligation even after having elected its
fulfillment, should the latter be found impossible."
Undoubtedly, in a contract of purchase and sale the obligation of the parties is
reciprocal, and, as provided by the law, in case one of the parties fails to comply
with what is incumbent upon him to do, the person prejudiced may either exact
the fulfillment of the obligation or rescind
905
VOL. 108, JUNE 30, 1960 905
Pajo, etc., et al., vs. Ago and Ortiz, etc.
the sale. Since plaintiff chose the latter alternative, it cannot be disputed that her
action is in accordance with law.
"We agree with the trial court that there was no fraud in the transaction in question but
rather a non-fulfillment by the plaintiffappellee C. N. Hodges of his obligation, as vendor,
to deliver the things, which were the subject-matter of the contract, to the defendant-
appellant Alberto Granada, as purchaser thereof (article 1461, Civil Code), and place
them in the latter's control and possession (article 1462, Civil Code) which was not done.
Inasmuch as the obligations arising f rom the contract of purchase and sale, Exhibit A,
which was entered into by the plaintiff-appellee and the defendantappellant, are
reciprocal, and the former had failed to comply with that which was incumbent upon
him, the latter has the implied right to resolve them, and he may choose between
exacting from the vendor the fulfillment of the obligation or its resolution with
indemnity for damages and payment of interest in either case (article 1124, Civil Code).
Inasmuch as the defendant-appellant had chosen to rescind the aforesaid contract of
purchase and sale in his cross-complaint, there arose the necessity, on the part of the
plaintiffappellee, to return the purchase price with interest thereon, and on the part of
the defendant-appellant, to restore the things which were the subject-matter thereof, in
case he had received them (article 1295, Civil Code)." (Hodges vs. Granada, 59 Phil., 429,
432; See also Pabalan vs. Velez, 22 Phil., 29; Addison vs. Felix and
Tioco, supra; Rodriguez vs. Flores, 43 Off. Gaz., No. 6, 2247.)
Wherefore, the decision appealed from is affirmed, with costs against
defendant-appellant.
Paras, C. J., Bengzon, Padilla, Montemayor, Concepción, Reyes, J. B.
L., Barrera, and Gutiérrez David, JJ., concur.
Judgment affirmed.
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