Macasaet v. R. Transport Corporation
REITERATIONFacts
The Antecedents: Respondent R. Transport Corporation (R. Transport) filed a Complaint for Recovery of Possession and Damages against petitioner Alexander Macasaet. R. Transport, a holder of Certificates of Public Convenience, entered into a "Deed of Sale with Assumption of Mortgage" with Macasaet for four passenger buses. Macasaet agreed to pay P12,000,000.00 and assume the existing mortgage. R. Transport delivered two buses. Macasaet failed to pay the purchase price despite demands. Procedural History: R. Transport filed a complaint seeking replevin and damages for income generated by the two buses. A writ of seizure was issued, and the sheriff recovered the buses. Macasaet claimed payment was made and counterclaimed for the return of the buses and damages. The RTC upheld R. Transport's right to possession but dismissed its claim for unpaid rentals due to lack of evidence. The RTC did not rule on the counterclaim. The Court of Appeals reversed, holding the deed of sale was not perfected and ordered Macasaet to remit income from the buses, less a partial payment. The appellate court denied reconsideration. The Petition: Macasaet filed a petition questioning the applicability of the rule on formal offer of evidence and the basis for the Court of Appeals' order to remit income. The Supreme Court also considered the efficacy of the deed of sale and ownership of the buses.
Issue(s)
Whether the Deed of Sale with Assumption of Mortgage was perfected. Whether petitioner's failure to pay the purchase price justifies rescission of the contract. Whether petitioner is liable for the income generated by the buses during his possession. Whether the Court of Appeals erred in awarding damages based on petitioner's allegations.
Ruling
The petition is denied. The decision of the Court of Appeals is modified. Petitioner is ordered to pay respondent damages in the form of reasonable rentals in the amount of P1,460,000.00 with interest at 12% per annum from the finality of the decision, with a lien for additional filing fees.
Ratio Decidendi
On whether the Deed of Sale with Assumption of Mortgage was perfected: The Supreme Court held that the deed of sale was perfected, as there was a meeting of minds on the object and the price. However, it clarified that perfection is distinct from consummation. The contract was not consummated due to petitioner's failure to pay the stipulated consideration. The Court found that the Court of Appeals erred in stating the deed was not perfected, but agreed that rescission was in order due to non-payment. On whether petitioner's failure to pay the purchase price justifies rescission of the contract: The Court affirmed that failure to pay the purchase price is a valid ground for rescission under Article 1191 of the Civil Code. The Court noted that petitioner's claim of payment was unsubstantiated, and respondent presented strong evidence of non-payment, which justified the issuance of the writ of replevin. The complaint itself, by alleging non-payment and wrongful detention, effectively made out a case for rescission. On whether petitioner is liable for the income generated by the buses during his possession: The Court agreed that petitioner should be made to pay for the use of the buses to prevent unjust enrichment, as he had no legal right to the property due to non-payment. While the Court of Appeals ordered remittance of income based on petitioner's allegations, the Supreme Court found this insufficient for actual damages. Instead, the Court applied the rental rate stipulated in the "Special Trip Contract" between the parties, which was P10,000.00 per day per bus. On whether the Court of Appeals erred in awarding damages based on petitioner's allegations: The Supreme Court found that the Court of Appeals erred in awarding damages based solely on petitioner's allegations of P7,000.00 per day income, as actual damages must be proven with reasonable certainty. Since no competent proof was presented to substantiate this claim, the award could not be sustained. The Court opted to use the rental rate from the "Special Trip Contract" as it was a duly executed contract presented and formally offered in evidence, reflecting the parties' agreement on rental compensation.
Main Doctrine
Failure to pay the stipulated purchase price in a contract of sale constitutes a valid ground for rescission, entitling the seller to recover possession of the property and, in certain circumstances, to compensation for the use thereof based on evidence or stipulated rental rates.