BUENAVENTURA VS CA

416 SCRA 263

FACTS:

Defen
Defendan
dantt spous
spouses
es Leona
Leonardrdo
o Joaqu
Joaquin
in and Felicia
eliciana
na Landri
Landrito
to are
are the
the parent
parentss of plain
plainti
tis
s
Consolacion, Nora, Emma and Natividad as well as of defendants Fidel, Tomas, Artemio, Clarita,
Felicitas, Fe,
Fe, and avino, all surnamed J!A"#$N% &Note' (o there are two sets of children here%)

(ou*ht to +e declared null and void a+ initio are certain deeds of sale of real propert e-ecuted
+ Leona
Leonard
rdo
o Joaqu
Joaquin
in and Felicia
eliciana
na Landr
Landrito
ito in favor
favor of their
their co.def
co.defend
endant
ant child
childre
ren
n and the
correspondin* certi/cates of title issued in their names%

 The plaintis in this case sou*ht for the declaration of nullit of the si- deeds of sale and
certi/cates of title in favor of the defendants%

 The alle*ed that

that certain deed
deed of sale were
were null and void
void a+ initio +ecause
+ecause the are
are simulated%

 The said that' a% Firstl,

Firstl, there was no actual valid consideration
consideration for the deeds of sale --- over
the properties in litis0 +% (econdl, assumin* that there was consideration in the sums re1ected
in the questioned deeds, the properties are more than three.fold times more valua+le than the
measl sums appearin* therein0 c% Thirdl, the deeds of sale do not re1ect and e-press the true
intent of the parties &vendors and vendees)0 and d% Fourthl,
Fourthl, the purported sale of the properties
properties
in litis was the result of a deli+erate conspirac desi*ned to un2ustl deprive the rest of the
compulsor heirs &plaintis herein) of their le*itime%

Defendants, on the other hand aver &3) that plaintis do not have a cause of action a*ainst them
as well as the requisite standin* and interest to assail their titles over the properties in litis0 &4)
that the sales were with su5cient considerations
considerations and made + defendants parents voluntaril, in
*ood faith, and with full 6nowled*e of the consequences of their deeds of sale0 and &7) that the
certi/cates of title were issued with su5cient factual and le*al +asis%

8TC ruled in favor of the defendants &respondents in this case) and dismissed the complaint%
#pon appeal, the CA upheld 8TC9s rulin*%

ISSUES:
3% :hether the Deeds of (ale are void for lac6 of consideration% N!

4% :hether the Deeds of (ale are void for *ross inadequac of price% N!

HELD:

1ST ISSUE: THERE WAS A CONSIDERATION.

$f there is a meetin* of the minds of the parties as to the price, the contract of sale is valid,
despite the manner
manner of pament, or even the the +reach of that
that manner of pament% $f the real price
price
is not stated in the contract, then the contract of sale is valid +ut su+2ect to reformation% $f there
is no meetin* of the minds of the parties as to the price, +ecause the price stipulated in the
contract is simulated, then the contract is void% Article 3;<3 of the Civil Code states that if the
price in a contract of sale is simulated, the sale is void%
It is not th !"t o# $!%&nt o# $'i" th!t (t'&ins th )!*i(it% o# ! "ont'!"t o# s!*.

=ament of the price has nothin* to do with the perfection of the contract% =ament of the price
*oes into the performance of the contract% Failure to pa the consideration is dierent from lac6
of consideration% The former results in a ri*ht to demand the ful/llment or cancellation of the
o+li*ation under an e-istin* valid contract while the latter prevents the e-istence of a valid
contract%

+tition's #!i*( to sho, th!t th $'i"s in th D(s o# S!* ,' !-so*t*%
si&*!t(.

 To prove simulation, petitioners presented Emma Joaquin >aldo?9s testimon statin* that their
father, respondent Leonardo Joaquin, told her that he would transfer a lot to her throu*h a deed
of sale without need for her pament of the purchase price% The trial court did not /nd the
alle*ation of a+solute simulation of price credi+le%

=etitioners9 failure to prove a+solute simulation of price is ma*ni/ed + their lac6 of 6nowled*e
of their respondent si+lin*s9 /nancial capacit to +u the questioned lots% !n the other hand, the
Deeds of (ale which petitioners presented as evidence plainl showed the cost of each lot sold%
  Not onl did respondents9 minds meet as to the purchase price, +ut the real price was also
stated in the Deeds of (ale% As of the /lin* of the complaint, respondent si+lin*s have also full
paid the price to their respondent father%

2ND ISSUE: THE /ENERAL RULE IS THAT INADE0UAC OF CONSIDERATION SHALL NOT
INVALIDATE A CONTRACT.

Art% 37@@% E-cept in cases speci/ed + law, lesion or inadequac of cause shall not invalidate a
contract, unless there has +een fraud, mista6e or undue in1uence%

Article 3;< of the Civil Code further provides'

Art% 3;<% ross inadequac of price does not aect a contract of sale, e-cept as ma indicate a
defect in the consent, or that the parties reall intended a donation or some other act or
contract% &Emphasis supplied)

=etitioners failed to prove an of the instances mentioned in Articles 37@@ and 3;< of the
Civil Code which would invalidate, or even aect, the Deeds of (ale% $ndeed, there is no
requirement that the price +e equal to the e-act value of the su+2ect matter of sale% All the
respondents +elieved that the received the commutative value of what the *ave%

R*in: $n the instant case, the trial court found that the lots were sold for a valid consideration,
and that the defendant children actuall paid the purchase price stipulated in their respective
Deeds of (ale% Actual pament of the purchase price + the +uer to the seller is a factual /ndin*
that is now conclusive upon us% :BE8EF!8E, we AFF$8 the decision of the Court of Appeals in
toto%