I.

PARTIES TO A CONTRACT OF
SALES
1. General Rule: Every person having legal capacity to obligate himself, may
validly enter into a contract of sale, whether as seller or as buyer. (Art. 1489)

2. Minors, Insane and Demented Persons, Deaf-Mutes (Arts. 1327, 1397 and 1399)

A minor cannot be deemed to have given her consent to a sale; consent is among the
essential requisites of a contract of sale, absent of which there can be no valid contract.
[?] xLabagala v. Santiago, 371 SCRA 360 (2001).

a. “Necessaries” (Arts. 1489 and 290)

b. Protection of the Senile and Elderly (Art. 24), Illiterates (Art. 1332)

While a person is not incompetent to contract merely because of advanced years or by

reason of physical infirmities, when such age or infirmities have impaired the mental
faculties so as to prevent the person from properly, intelligently or firmly protecting his
property rights, then he is undeniably incapacitated, and the sale he entered  into is
void.[?] √Paragas v. Heirs of Dominador Balacano, 468 SCRA 717 (2005).[24]

3. Sales By and Between Spouses:

a. Sales with Third Parties (Arts. 73, 96, and 124, Family Code)

Under Art. 124 of Family Code, sale by husband of a conjugal property without the
wife’s consent is void, not merely voidable, since the resulting contract lacks one of the
essential elements of “full consent”. xGuiang v. CA, 291 SCRA 372 (1998).[25]

A wife affixing her signature to a Deed of Sale as a witness is deemed to have given her
consent. xPelayo v. Perez, 459 SCRA 475 (2005).

As an exception, husband may dispose of conjugal property without wife’s consent if

such sale is necessary to answer for conjugal liabilities mentioned in Articles 161 and
162. xAbalos v. Macatangay, Jr., 439 SCRA 64 (2004).

b. Sales Between Spouses (Arts. 133, 1490, 1492; Sec. 87, Family Code)

Sales between spouses who are not governed by a complete separation of property
regime are void, not just voidable. xMedina v. Collector, 1 SCRA 302 (1960).

Since the spouses cannot validly sell property to one another under Art. 1490, then
policy consideration and the dictates of morality require that the prohibition should apply
also to common-law relationships. √Matabuena v. Cervantes, 38 SCRA 284 (1971).
 Sale by husband of conjugal land to his concubine is void for being contrary to morals
and public policy and “subversive of the stability of the family, a basic social institution
which public policy cherishes and protects.” xCalimlim-Canullas v. Fortun, 129 SCRA
675 (1984).[26]

The in pari delicto doctrine would not apply to the spouses-parties under Art. 1490,
since only the heirs and the creditors can question the sale’s nullity, xModina v. CA, 317
SCRA 696 (1999); nevertheless, when the property is re-sold to a third-party buyer in
good faith and for value, reconveyance is no longer available. xCruz v. CA, 281 SCRA
491 (1997).

4. When Buyers Relatively Disqualified (Arts. 1491 and 1492)

Contracts entered into in violation of Arts. 1491 and 1492 are not merely voidable, but
are null and void. √Rubias v. Batiller, 51 SCRA 120 (1973).[27]

a. Guardians, Administrators and Agents

Hereditary rights are not included in the prohibition insofar as administrator or executor
of the estate of the deceased. xNaval v. Enriquez, 3 Phil. 669 (1904).

No more need to comply with the requirement in xRodriquez v. Mactal, 60 Phil. 13

(1934) to show that a third party bought as conduit/nominee of the buyer disqualified
under Art. 1491; rather, the presumption now is that such disqualified party obtained the
property in violation of said article. √Philippine Trust Co. v. Roldan, 99 Phil. 392
(1956).

Prohibition against agents does not apply if the principal consents to the sale of the
property in the hands of the agent. xDistajo v. CA, 339 SCRA 52 (2000).

b. Attorneys

(1) Prohibition Against Attorneys Applies:

 Even though litigation is not adversarial in nature, Rubias v. Batiller, 51 SCRA
120 (1973); or a certiorari proceeding that has no merit, xValencia v. Cabanting, 196
SCRA 302 (1991).
 Sale pursued while litigation is pending. xDirector of Lands v. Ababa, 88 SCRA
513 (1979).
 Only to a lawyer of record, and does not cover assignment of the property given
in judgment made by a client to an attorney, who has not taken part in the
case. xMunicipal Council of Iloilo v. Evangelista, 55 Phil. 290 (1930).[28]

(2) Prohibition Does Not Apply To:

 A lawyer who acquired property prior to the time he intervened as counsel in the
suit involving such property. xDel Rosario v. Millado, 26 SCRA 700 (1969).
 Sale of the land acquired by a client to satisfy a judgment to his attorney as long
as the property was not the subject of the litigation. xDaroy v. Abecia, 298 SCRA 172
(1998).
 Contingency fee arrangement granting the lawyer proprietary rights to the
property in litigation since the payment of said fee is not made during the pendency of
litigation but only after judgment has been rendered. √Fabillo v. IAC, 195 SCRA 28
(1991).[29]

c. Judges

Even when the main cause is a collection of a sum of money, the properties levied are
still subject to the prohibition. xGan Tingco v. Pabinguit, 35 Phil. 81 (1916).[30]

A judge who buys property in litigation before his court after the judgment becomes
final does not violate Art. 1491, but he can be administratively disciplined for violation of
the Code of Judicial Ethics. xMacariola v. Asuncion, 114 SCRA 77 (1982).