Villanueva V CA

28. Villanueva v.
CA 244 SCRA 395 (1995)
Facts: This is a petition assailing the decision of the CA dismissing the appeal of the
petitioners. CA rendered that there was no contract of sale.
In 1985, Gamaliel Villanueva (tenant) of a unit in the 3-door apartment building

owned by defendants-spouses (now private respondents) Jose Dela Cruz and Leonila
dela Cruz located at Project 8, Quezon City. About February of 1986, Dela Cruz
offered said parcel of land with the 3-door apartment building for sale and plaintiffs,
son and mother, showed interest in the property.
Because said property was in arrears (overdue) in the payment of the realty taxes, dela
Cruz approached Irene Villanueva and asked for a certain amount to pay for the taxes
so that the property would be cleared of any incumbrance. Irene Villanueva gave
P10,000.00 on two occasions. It was agreed by them that said P10,000.00 would form
part of the sale price of P550,000.00. Dela Cruz went to plaintiff Irene Villanueva
bringing with him Mr. Ben Sabio, a tenant of one of the units in the 3-door apartment
building and requested Villanueva to allow said Sabio to purchase one-half (1/2) of
the property where the unit occupied by him pertained to which the plaintiffs
consented, so that they would just purchase the other half portion and would be
paying only P265,000.00, they having already — given an amount of P10,000.00 used
for paying the realty taxes in arrears.
Accordingly the property was subdivided and two (2) separate titles were secured by
defendants Dela Cruz. Mr. Ben Sabio immediately made payments by installments.
March 1987 Dela Cruz executed in favor of their co-defendants, the spouses Guido
Pili and Felicitas Pili, a Deed of Assignment of the other one-half portion of the parcel
of land wherein plaintiff Gamaliel Villanueva’s apartment unit is situated, purportedly
as full payment and satisfaction of an indebtedness obtained from defendants Pili. The
Transfer Certificate of Title No. 356040 was issued in the name of defendants Pili on
the same day.
The plaintiffs came to know of such assignment and transfer and issuance of a new
certificate of title in favor of defendants Pili. Plaintiff Gamaliel Villanueva
complained to the barangay captain of Bahay Turo, Quezon City, on the ground that
there was already an agreement between defendants Dela Cruz and themselves that
said portion of the parcel of land owned by defendants Dela Cruz would be sold to
him. As there was no settlement arrived at, the plaintiffs elevated their complaint to
this Court through the instant action. RTC rendered its decision in favor of Dela Cruz.
CA affirmed.
Issue: Whether there was a perfected sale between Villanueva and Dela Cruz
Held: Petitioners contend that private respondents’ counsel admitted that P10,000 is
partial or advance payment of the property. Necessarily then, there must have been an
agreement as to price, hence, a perfected sale. They cite Article 1482 of the Civil
Code which provides that whenever earnest money is given in a contract of sale, it
shall be considered as part of the price and as proof of the perfection of the contract.
Private respondents contradict this claim with the argument that what was clearly
agreed (upon) between petitioners and respondents Dela Cruz was that the P10,000.00
primarily intended as payment for realty tax was going to form part of the
consideration of the sale if and when the transaction would finally be consummated.
Private respondents insist that there was no clear agreement as to the true amount of
consideration. Dela Cruz’ testimony during the cross-examination firmly negated any
price agreement with petitioners because he and his wife quoted the price of
P575,000.00 and did not agree to reduce it to P550,000.00 as claimed by petitioner.
Villanueva on cross-examination: “After the Deed of Sale relative to the purchase of

the property was prepared, Mr. dela Cruz came to me and told me that he talked with
one of the tenants and he offered to buy the portion he was occupying if I will agree
and I will cause the partition of the property between us.” Villanueva said that he
agreed and that the price 550,000 was to be divided into two.
The Supreme Court said that the price of the leased land not having been fixed, the
essential elements which give life to the contract were lacking. It follows that the
lessee cannot compel the lessor to sell the leased land to him. The price must be
certain, it must be real, not fictitious. A contract of sale is not void for uncertainty
when the price, though not directly stated in terms of pesos and centavos, can be made
certain by reference to existing invoices identified in the agreement. In this respect,
the contract of sale is perfected. The price must be certain, otherwise there is no true
consent between the parties. There can be no sale without a price.
In the instant case, however, what is dramatically clear from the evidence is that there
was no meeting of mind as to the price, expressly or impliedly, directly or indirectly.
Sale is a consensual contract. He who alleges it must show its existence by competent
proof. Here, the very essential element of price has not been proven.

Villanueva V CA

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Villanueva V CA

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28. Villanueva v.

CA 244 SCRA 395 (1995)

In 1985, Gamaliel Villanueva (tenant) of a unit in the 3-door apartment building

Villanueva on cross-examination: “After the Deed of Sale relative to the purchase of

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