G.R. No.

150925             May 27, 2004

SPOUSES JAMES TAN and FLORENCE TAN, petitioners,

DECISION

QUISUMBING, J.:

For review on certiorari is the decision1 dated August 10, 2001, of the Court of Appeals,
in CA-G.R. CV No. 59694, which affirmed in toto the decision,2 dated March 25, 1998, of
the Regional Trial Court (RTC) of Manila, Branch 34, in Civil Case No. 89-50263. The
trial court declared the sale of properties between Dionisio Mandap, Sr., and the spouses
Crispulo and Elenita Vasquez simulated and thus void, and hence, the subsequent sale
between the Vasquez spouses and petitioners herein, the spouses James and Florence
Tan, similarly void. Likewise assailed by the petitioners is the resolution 3 dated November
23, 2001 of the appellate court, denying their motion for reconsideration.

The pertinent facts, as found by the trial court, are as follows:

The respondents are the legitimate children of the marriage of Dionisio Mandap, Sr., and
Maria Contreras Mandap. When the Mandap spouses parted ways, their children opted
to stay with Maria. To help support the children, Maria filed Civil Case No. E-02380 in the
former Juvenile and Domestic Relations Court of Manila for the dissolution and
separation of the conjugal partnership.

Two separate lots, each with an area of 88 square meters covered by TCT Nos. 44730
and 55847, respectively, located in Felix Huertas Street, Sta. Cruz, Manila, with
improvements thereon, were adjudicated by the Juvenile and Domestic Relations Court
in favor of Dionisio Mandap, Sr.

Meanwhile, Dionisio Mandap, Sr., until his death on October 2, 1991 at age 64, lived with
Diorita Dojoles, with whom he had two children. He suffered from diabetes since 1931,
became totally blind in 1940, and was crippled for about 10 years until his death.
However, before his death on May 25, 1989, he conveyed the subject properties to his
common-law wife’s sister, Elenita Dojoles Vasquez; and her husband, Crispulo Vasquez.
As a result of this sale, TCT Nos. 44730 and 55847 were cancelled and TCT Nos.
186748 and 186749 covering the subject properties were issued in the name of Elenita
Vasquez married to Crispulo Vasquez.

On September 11, 1989, the Vasquez spouses conveyed the parcel of land covered by
TCT No. 186748 in favor of petitioners. TCT No. 188862 covering the subject lot was
then issued in favor of the latter.

On September 5, 1989, prior to the sale to petitioners, the respondents filed an action for
cancellation of title with damages, before the RTC of Manila against Diorita Dojoles and
the Vasquez spouses, alleging that the sale of subject properties by their father was
fictitious, and without any consideration. Further, the consent of their father was vitiated
due to his physical infirmities. The action was docketed as Civil Case No. 89-50263.

On February 15, 1991, respondents filed a supplemental complaint, this time against the
spouses Tan, for the nullification of the sale to the latter of subject lot.
On March 25, 1998, the trial court decided Civil Case No. 89-50263 in favor of the herein
respondents. The decretal part of its judgment reads as follows:

WHEREFORE, premises considered judgment is hereby rendered as follows:

IN CIVIL CASE NO. 89-50263

1. Declaring the Deeds of Sale (Exh. "A" and "A-1"; "B" and "B-1") both dated May 25,
1989 executed in favor of Elenita Vasquez married to Crispulo Vasquez as null and void
and of no legal force and effect whatsoever;

2. Ordering the Register of Deeds of Manila to cancel TCT No. 186748 (Exh. "K" to "K-2")
and TCT No. 186749 (Exh. "L" and "L-1") registered in the name of Elenita Vasquez
married to Crispulo Vasquez having been issued thru a void and inexistent contract;
further ordering the reconveyance of said title to the Estate of Dionisio Mandap, Sr.;

3. Ordering the plaintiffs or the Estate of Dionisio Mandap, Sr., to reimburse or return the
sum of ₱570,000.00 representing the purchase price of the subject lot, plus legal rate of
interest starting from the rendition of this decision until fully paid;

4. Ordering the defendants Spouses Crispulo and Elenita Vasquez and Diorita Dojoles to
jointly and severally reimburse or return the fruits or earnings in the mentioned lots in the
form of rentals which is hereby fixed at ₱10,000.00 per month from the date this
complaint was filed until defendants restore and/or surrender the subject premises to the
Estate of Dionisio Mandap, Sr.;

5. Ordering the defendants Spouses Crispulo and Elenita Vasquez and Diorita Dojoles to
pay attorney’s fees in the amount of ₱50,000.00 and to pay the costs of this suit.

IN THE SUPPLEMENTAL COMPLAINT AGAINST SPOUSES JAMES AND FLORENCE

1. Declaring the Deed of Sale dated September 11, 1989 (Exh. "Q" and "7", Tan)
executed by Elenita Vasquez married to Crispulo Vasquez as null and void and of no
force and effect whatsoever, the vendor having no valid title to dispose of the same;

2. Ordering the Register of Deeds of Manila to cancel TCT No. 188862 issued in the
name of James Tan, the source of which having been declared null and void;

3. Ordering Spouses Crispulo and Elenita Vasquez to return the sum of ₱1,000,000.00
representing the purchase price of the lot covered by TCT No. 188862 with legal rate of
interest from the date of this decision;

4. Ordering defendants James and Florence Tan to jointly and severally pay the sum of
₱15,000.00 as and for attorney’s fees.

IN BOTH CASES THE COUNTERCLAIMS INTERPOSED BY THE DEFENDANTS ARE

SO ORDERED.4

From the above judgment, petitioners appealed to the Court of Appeals in CA-G.R. CV
No. 59694 on the ground that the trial court erred in not declaring them to be buyers in
good faith and in not sustaining the validity of their title, TCT No. 188862.
In its decision dated August 10, 2001, the Court of Appeals found the appeal bereft of
merit and affirmed in toto the lower court decision, thus:

WHEREFORE, the appeals interposed by appellants Dojoles, Sps. Vasquez and Sps.
James and Florence Tan is without merit; the Decision of the lower court dated March 25,
1998 is AFFIRMED in toto.

Costs against appellants.

SO ORDERED.5

Petitioners seasonably moved for reconsideration, but it was denied by the appellate
court.

Hence, this petition for review, submitting the following issues for our resolution:

WHETHER OR NOT PETITIONERS HAVE THE LEGAL PERSONALITY TO BRING

II

WHETHER OR NOT THE SALE BETWEEN MANDAP SR. AND THE VASQUEZES IS
VALID.

III

WHETHER OR NOT THE SALE BETWEEN THE VASQUEZES AND PETITIONERS IS

IV

WHETHER OR NOT THE AWARD OF ATTORNEY’S [FEES] HAS LEGAL BASIS. 6

Anent the first issue, the petitioners submit that having been made parties-defendants by
respondents via the supplemental complaint in Civil Case No. 89-50263, they have the
right to appeal to this Court the adverse ruling of the appellate court against them, even if
their co-defendants did not appeal the said ruling of the Court of Appeals.

Respondents counter that petitioners have no legal personality to appeal the decision of
the appellate court voiding the sale between Dionisio Mandap, Sr., and the Vasquez
spouses. They contend that inasmuch as the latter did not appeal the questioned
decision, it had become final and executory. Respondents contend that petitioners, not
being privy to said sale, cannot invoke its validity.

We find for petitioners on this issue. The trial court voided the petitioners’ sale of subject
lot, and on appeal that decision was affirmed by the Court of Appeals. Hence, as
aggrieved parties, petitioners may elevate to the Supreme Court the controversy within
the prescriptive period for appeal. 7 They possess locus standi, or legal personality, to
seek a review by this Court of the decision by the appellate court which they assail. Note
that while petitioners elevated the trial court’s decision to the appellate court, their co-
defendants in Civil Case No. 89-50263 did not do so. Thus, the trial court’s decision
became final and executory only as to petitioners’ co-defendants in the trial court who did
not appeal, namely Diorita Dojoles and the Vasquez spouses.
With regard to the second issue, the petitioners insist the essential requisites of a
contract of sale have been satisfied, namely, (1) consent of the contracting parties, (2)
object certain, and (3) cause or consideration therefor. They have been satisfied first in
the sale by Mandap, Sr., of the lots to the Vasquez spouses and subsequently, in the
sale by the Vasquezes to petitioners. Hence, petitioners contend that it was error for the
appellate court to declare the sale to them of the subject lot null and void.

After careful consideration of the submission of the parties, we find in favor of

At the time Dionisio Mandap, Sr., purportedly sold the lots in question to the Vasquez
spouses, he was already totally blind and paralyzed. He could not possibly have read the
contents of the deeds of sale. He could not have consented to a contract whose terms he
never knew nor understood. It cannot be presumed Mandap, Sr., knew the contents of
the deeds of sale disposing of his properties. Article 1332 of the Civil Code is applicable
in these circumstances, to wit:

ART. 1332. When one of the parties is unable to read, or if the contract is in a language
not understood by him, and mistake or fraud is alleged, the person enforcing the contract
must show that the terms thereof have been fully explained to the former.

As the party seeking to enforce the contract, the petitioners should have presented
evidence showing that the terms of the deeds of sale to the Vasquez spouses were fully
explained to Mandap, Sr. But petitioners failed to comply with the strict requirements of
Article 1332, thereby casting doubt on the alleged consent of the vendor. Since the
vendor in this case was totally blind and crippled at the time of the sale, entirely
dependent on outside support, every care to protect his interest conformably with Article
24 of the Civil Code must be taken. Article 24 is clear on this.

ART. 24. In all contractual, property or other relations, when one of the parties is at a
disadvantage on account of his moral dependence, ignorance, indigence, mental
weakness, tender age or other handicap, the courts must be vigilant for his protection.

Petitioners presented no evidence disproving that (1) Mandap, Sr. was totally blind and
suffering from acute diabetes such that he could no longer discern the legal
consequences of his acts, and (2) that undue influence was exerted upon him, which
vitiated his consent.

It is true that he who alleges a fact bears the burden of proving it. However, since fraud
and undue influence are alleged by respondents, the burden shifts 8 to petitioners to prove
that the contents of the contract were fully explained to Mandap, Sr. Nothing, however,
appears on record to show that this requirement was complied with. Thus, the
presumption of fraud and undue influence was not rebutted.

More important, evidence on record, in our view, prove the existence of fraud. On August
1, 1990, commissioners appointed by the lower court conducted an ocular inspection
concerning the physical condition of Mandap, Sr. He stated on that occasion that he
received ₱550,000 as first payment, another ₱550,000 as second payment, and
₱1,550,000 the remaining balance of the total selling price of what was loaned to the
vendees. However, in the deeds of sale covering the subject properties, the prices
indicated were ₱250,000 and ₱320,000, respectively or a total of only ₱570,000. This
inconsistency in the amount of the consideration is unexplained. They point to fraud in
the sale of the subject properties, to the prejudice of Mandap, Sr.

Petitioners do not dispute the fact that the notary public who notarized the deeds of sale
was not duly commissioned. But they contend the deeds’ validity were not affected.
However, it bears stressing that even an apparently valid notarization of a document
does not guarantee its validity.9 The crucial point here is that while Mandap, Sr., testified
that he executed the deeds of sale in Las Piñas, the said documents were actually
notarized in Manila. Mandap, Sr., did not personally appear before a notary public. Yet
the documents stated the contrary. Such falsity raises doubt regarding the genuineness
of the vendor’s alleged consent to the deeds of sale.

Petitioners also claim the purchase price was not grossly inadequate so as to invalidate
the sale of subject properties. True, mere inadequacy of the price does not necessarily
void a contract of sale. However, said inadequacy may indicate that there was a defect in
the vendor’s consent.10 More important, it must be pointed out that the trial court and the
Court of Appeals voided the sale of the subject properties not because the price was
grossly inadequate, but because the presumptions of fraud and undue influence exerted
upon the vendor had not been overcome by petitioners, the parties interested in
enforcing the contract.

On the third issue, petitioners argue that since the sale of subject properties by Mandap,
Sr. to the Vasquez spouses is valid, it follows that the subsequent sale of the property by
the latter to petitioners is also valid. But this contention cannot be sustained, since we
find that based on the evidence on record, the sale in favor of the Vasquez spouses is
void. Hence, it follows that the sale to petitioners is also void, because petitioners merely
stepped into the shoes of the Vasquez spouses. Since the Vasquezes as sellers had no
valid title over the parcel of land they sold, petitioners as buyers thereof could not claim
that the contract of sale is valid.

On the last issue, petitioners contest the award of attorney’s fees. Indeed, no premium
should be placed on the right to litigate, and not every winning party is entitled to an
automatic grant of attorney’s fees.11 The party must show that he falls under one of the
instances enumerated in Article 2208 of the Civil Code, to wit:

ART. 2208. In the absence of stipulation, attorney’s fees and expenses of litigation, other
than judicial costs, cannot be recovered, except:

(11) In any other case where the court deems it just and equitable that attorney’s fees
and expenses of litigation should be recovered.

In this particular case, the award of attorney’s fees is just and equitable, considering the
circumstances herein. The court a quo’s order to pay ₱15,000 as attorney’s fees does
not appear to us unreasonable but just and equitable.

WHEREFORE, the petition is hereby DENIED. The decision of the Court of Appeals

SO ORDERED.

Puno , Austria-Martinez, Callejo, Sr., and Tinga, JJ., concur.