II.
PARTIES TO A CONTRACT OF SALE enter into a contract of sale, saving the
(Arts. 1489 and 1492);
Art. 1489. All persons who are authorized
in this Code to obligate themselves, may
enter into a contract of sale, saving the
modifications contained in the following
articles.
Where necessaries are those sold and
delivered to a minor or other person
without capacity to act, he must pay a
reasonable price therefor. Necessaries are
those referred to in Article 290.
Art. 1492. The prohibitions in the two
preceding articles are applicable to sales in
legal redemption, compromises and
renunciations.
A. MINORS, INSANE AND DEMENTED
PERSONS, DEAF-MUTES (Arts. 1327,
1397, 1399);
Art. 1327. The following cannot give
consent to a contract:
(1) Unemancipated minors;
(2) Insane or demented persons,
and deaf-mutes who do not know
how to write.
Art. 1397. The action for the annulment of
contracts may be instituted by all who are
thereby obliged principally or subsidiarily.
However, persons who are capable cannot
allege the incapacity of those with whom
they contracted; nor can those who
exerted intimidation, violence, or undue
influence, or employed fraud, or caused
mistake base their action upon these flaws
of the contract.
Art. 1399. When the defect of the contract
consists in the incapacity of one of the
parties, the incapacitated person is not
obliged to make any restitution except
insofar as he has been benefited by the
thing or price received by him.
1. Necessaries (Arts. 1489 and 290);
Art. 1489. All persons who are authorized
in this Code to obligate themselves, may
modifications contained in the following
articles.
Art. 290;
2. Emancipation (Arts. 399 and 1397,
Art 234 and 236, Family Code)
Art. 399. Emancipation by marriage or by
voluntary concession shall terminate
parental authority over the child's person.
It shall enable the minor to administer his
property as though he were of age, but he
cannot borrow money or alienate or
encumber real property without the
consent of his father or mother, or
guardian. He can sue and be sued in court
only with the assistance of his father,
mother or guardian.
Art. 1397. The action for the annulment of
contracts may be instituted by all who are
thereby obliged principally or subsidiarily.
However, persons who are capable cannot
allege the incapacity of those with whom
they contracted; nor can those who
exerted intimidation, violence, or undue
influence, or employed fraud, or caused
mistake base their action upon these flaws
of the contract.
Art. 234. Emancipation takes place by the
attainment of majority. Unless otherwise
provided, majority commences at the age
of twenty-one years.
Emancipation also takes place:
(1) By the marriage of the minor; or
(2) By the recording in the Civil Register of
an agreement in a public instrument
executed by the parent exercising parental
authority and the minor at least eighteen
years of age. Such emancipation shall be
irrevocable.
Art. 236. Emancipation for any cause shall
terminate parental authority over the
person and property of the child who shall
then be qualified and responsible for all
acts of civil life.
B. SALES BY AND BETWEEN SPOUSES
1. Contracts with Third Parties (Arts.
73, 96, and 124, Family Code) –
Art. 73. Either spouse may exercise any
legitimate profession, occupation, business
or activity without the consent of the other.
The latter may object only on valid,
serious, and moral grounds.
In case of disagreement, the court shall
decide whether or not:
(1) The objection is proper; and
(2) Benefit has occurred to the
family prior to the objection or
thereafter. If the benefit accrued
prior to the objection, the resulting
obligation shall be enforced against
the separate property of the spouse
who has not obtained consent.
The foregoing provisions shall not prejudice
the rights of creditors who acted in good
faith.
Art. 96. The administration and enjoyment
of the community property shall belong to
both spouses jointly. In case of
disagreement, the husband's decision shall
prevail, subject to recourse to the court by
the wife for proper remedy, which must be
availed of within five years from the date of
the contract implementing such decision.
In the event that one spouse is
incapacitated or otherwise unable to
participate in the administration of the
common properties, the other spouse may
assume sole powers of administration.
These powers do not include disposition or
encumbrance without authority of the court
or the written consent of the other spouse.
In the absence of such authority or
consent, the disposition or encumbrance
shall be void. However, the transaction
shall be construed as a continuing offer on
the part of the consenting spouse and the
third person, and may be perfected as a
binding contract upon the acceptance by
the other spouse or authorization by the
court before the offer is withdrawn by
either or both offerors.
Art. 124. The administration and
enjoyment of the conjugal partnership shall
belong to both spouses jointly. In case of
disagreement, the husband's decision shall
prevail, subject to recourse to the court by
the wife for proper remedy, which must be
availed of within five years from the date of
the contract implementing such decision.
In the event that one spouse is
incapacitated or otherwise unable to
participate in the administration of the
conjugal properties, the other spouse may
assume sole powers of administration.
These powers do not include disposition or
encumbrance without authority of the court
or the written consent of the other spouse.
In the absence of such authority or
consent, the disposition or encumbrance
shall be void. However, the transaction
shall be construed as a continuing offer on
the part of the consenting spouse and the
third person, and may be perfected as a
binding contract upon the acceptance by
the other spouse or authorization by the
court before the offer is withdrawn by
either or both offerors.
CASES:
RAVINA V. VILLA ABRILLE, G.R. NO.
160708, OCTOBER 16, 2009;
FACTS:
Respondent Mary Ann Pasaol Villa Abrille
and Pedro Villa Abrille are husband and
wife. They have four children, who are also
parties to the instant case and are
represented by their mother, Mary Ann.
In 1982, the spouses acquired a 555-
square meter parcel of land denominated
as Lot 7, located in Davao City, and
covered by Transfer Certificate of Title
(TCT) No. T-88674 in their names. Said lot
is adjacent to a parcel of land which Pedro
acquired when he was still single and which
is registered solely in his name under TCT
No. T-26471.
Through their joint efforts and the proceeds
of a loan from the Development Bank of the
Philippines (DBP), the spouses built a
house on Lot 7 and Pedro’s lot. The house
was finished in the early 1980’s but the
spouses continuously made improvements,
including a poultry house and an annex.
In 1991, Pedro got a mistress and began to
neglect his family. Mary Ann was forced to
sell or mortgage their movables to support
the family and the studies of her children.
By himself, Pedro offered to sell the house
and the two lots to herein petitioners,
Patrocinia and Wilfredo Ravina. Mary Ann
objected and notified the petitioners of her
objections, but Pedro nonetheless sold the
house and the two lots without Mary Ann’s
consent, as evidenced by a Deed of
Sale[5]. It appears on the said deed that
Mary Ann did not sign on top of her name.
On July 5, 1991 while Mary Ann was
outside the house and the four children
were in school, Pedro together with armed
members of the Civilian Armed Forces
Geographical Unit (CAFGU) and acting in
connivance with petitioners[6] began
transferring all their belongings from the
house to an apartment.
When Mary Ann and her daughter Ingrid
Villa Abrille came home, they were stopped
from entering it. They waited outside the
gate until evening under the rain. They
sought help from the Talomo Police
Station, but police authorities refused to
intervene, saying that it was a family
matter. Mary Ann alleged that the incident
caused stress, tension and anxiety to her
children, so much so that one flunked at
school.
ISSUE:
Whether petitioners petrocinia ravina and
wilfredo ravina are liable for damages, the
same being contrary to law and evidence.
HELD:
The claim is erroneous to say the least. The
manner by which respondent and her
children were removed from the family
home deserves our condemnation. While
respondent was out and her children were
in school, Pedro Villa Abrille acting in
connivance with the petitioners[21]
surreptitiously transferred all their personal
belongings to another place.
The respondents then were not allowed to
enter their rightful home or family abode
despite their impassioned pleas.
Firmly established in our civil law is the
doctrine that: “Every person must, in the
exercise of his rights and in the
performance of his duties, act with justice,
give everyone his due, and observe
honesty and good faith.”[22] When a right
is exercised in a manner that does not
conform with such norms and results in
damages to another, a legal wrong is
thereby committed for which the wrong
doer must be held responsible. Similarly,
any person who willfully causes loss or
injury to another in a manner that is
contrary to morals, good customs or public
policy shall compensate the latter for the
damages caused. [23] It is patent in this
case that petitioners’ alleged acts fall short
of these established civil law standards.
AGGABAO V. PARULAN, JR., 629 SCRA
562 (2010);
DOCTRINE(S):
The sale was made on March 18, 1991, or
after Au-gust 3, 1988, the effectivity of the
Family Code. The proper law to apply is,
therefore, Article 124 of the Family Code,
for it is settled that any alienation or
encumbrance of conjugal property made
during the effectivity of the Family Code is
governed by Article 124 of the Family Code.
According to Article 256 of the Family Code,
the pro-visions of the Family Code may
apply retroactively provided no vested
rights are impaired. In Tumlos v.
Fernandez, 330 SCRA 718 (2000), the
Court rejected the petitioner’s argument
that the Family Code did not apply because
the acquisition of the contested property
had occurred prior to the effectivity of the
Family Code, and pointed out that Article
256 pro-vided that the Family Code could
apply retroactively if the application would
not prejudice vested or ac-quired rights
existing before the effectivity of the Family
Code. Herein, however, the petitioners did
not show any vested right in the property
acquired prior to August 3, 1988 that
exempted their situation from the
retroactive application of the Family Code.
FACTS:
In January 1991, real estate broker Marta
K.Atanacio offered 2 lots located in
Parañaque to the petitioners. On February
2, 1991, the petitioners met up with Elena
Parulan at the site of the property and
showed them the following documents:
(a.) Owner’s original copy of the TCT of the
2 lots; (b.) tax declarations; (c.) a copy of
the special power of attorney dated
January 7, 1991 executed by Dionisio
authorizing Elena to sell the property. The
petitioners paid P200,000.00 as earnest
money for which Elena executed a
handwritten Receipt of Earnest Money
which stipulated that the peitioners would
pay an additional payment of P130, 000.00
on February 4, 1991; P650,000.00 on or
before February 15, 1991 and P700,
000.00 on March 31, 1991 once Elena
turned over the property.
On February 4, 1991, the petitioners,
accompanied by the broker, went to the
Office of the Register of Deeds to verify the
TCTs shown by Elena. There they
discovered that one of the lots had been
encumbered to Banco Filipino, but that the
encumbrance had been cancelled due to
the full payment of the obligation. They
noticed that the loan was effected through
and SPA executed by Dionisio in favor of
Elena. The other lot on the other hand had
an annotation of an existing mortgage in
favor of Los Baños Rural Bank, with the
same SPA with a court order authorizing
Elena to mortgage the lot to secure the
loan.
The petitioners and the broker next
inquired about the mortgage and the court
order at the Los Baños Rural Bank. There,
they met with Atty. Zarate, related that the
bank had asked for the court order because
the lot involved was conjugal property.
Following their verification, the petitioners
delivered P130,000.00 as additional down
payment on February 4, 1991; and
P650,000.00 to the Los Baños Rural Bank
on February 12, 1991, which then released
the owner’s duplicate copy of TCT to them.
On March 18, 1991, the petitioners
delivered the final amount of P700,000.00
to Elena, who executed a deed of absolute
sale in their favor. However, Elena did not
turn over the owner’s duplicate copy of the
TCT claiming that said copy was in the
possession of a relative who was then in
Hongkong. She assured them that the
owner’s duplicate copy of TCT would be
turned over after a week.
On March 19, 1991, TCT was cancelled and
a new one was issued in the name of the
petitioners. Elena did not turn over the
duplicate owner’s copy of TCT as promised.
In due time, the petitioners learned that
the duplicate owner’s copy of TCT had been
all along in the custody of Atty. Jeremy Z.
Parulan, who appeared to hold an SPA
executed by his brother Dionisio
authorizing him to sell both lots. At
Atanacio’s instance, the petitioners met on
March 25, 1991 with Atty. Parulan at the
Manila Peninsula. They were accompanied
by one Atty. Olandesca. They recalled that
Atty. Parulan “smugly demanded
P800,000.00” in exchange for the duplicate
owner’s copy of TCT, because Atty. Parulan
represented the current value of the
property to be P1.5 million. As a counter-
offer, however, they tendered
P250,000.00, which Atty. Parulan declined,
giving them only until April 5, 1991 to
decide. Hearing nothing more from the
petitioners, Atty. Parulan decided to call
them on April 5, 1991, but they informed
him that they had already fully paid to
Elena.
Thus, on April 15, 1991, Dionisio, through
Atty. Parulan, commenced an action (Civil
Case No. 91-1005 entitled Dionisio Z.
Parulan, Jr., represented by Jeremy Z.
Parulan, as attorney in fact, v. Ma. Elena
Parulan, Sps. Rex and Coney Aggabao),
praying for the declaration of the nullity of
the deed of absolute sale executed by Ma.
Elena, and the cancellation of the title
issued to the petitioners by virtue thereof.
In turn, the petitioners filed on July 12,
1991 their own action for specific
performance with damages against the
respondents. Both cases were consolidated
for trial and judgment in the RTC.
On July 26, 2000, the Regional Trial Court
(RTC), Branch 136, in Makati City annulled
the deed of absolute sale executed in favor
of the petitioners covering two parcels of
registered land the respondents owned for
want of the written consent of respondent
husband Dionisio Parulan, Jr. The CA
affirmed the RTC decision.
ISSUE:
Which between Article 173 of the Civil Code
and Article 124 of the Family Code should
apply to the sale of the conjugal property
executed without the consent of Dionisio?
HELD:
Article 124, Family Code, applies to sale of
conjugal properties made after the
effectivity of the Family Code
RATIO:
The petitioners submit that Article 173 of
the CivilCode, not Article 124 of the Family
Code, governed the property relations of
the respondents because they had been
married prior to the effectivity of the Family
Code; and that the second paragraph of
Article 124 of the Family Code should not
apply because the other spouse held the
administration over the conjugal property.
They argue that notwithstanding his
absence from the country Dionisio still held
the administration of the conjugal property
by virtue of his execution of the SPA in
favor of his brother; and that even
assuming that Article 124 of the Family
Code properly applied, Dionisio ratified the
sale through Atty. Parulan’s counter-offer
during the March 25, 1991 meeting.
To start with, Article 25427 the Family
Code has expressly repealed several titles
under the Civil Code, among them the
entire Title VI in which the provisions on
the property relations between husband
and wife, Article 173 included, are found.
Secondly, the sale was made on March 18,
1991, or after August 3, 1988, the
effectivity of the Family Code. The proper
law to apply is, therefore, Article 124 of the
Family Code, for it is settled that any
alienation or encumbrance of conjugal
property made during the effectivity of the
Family Code is governed by Article 124 of
the Family Code.
Article 124 of the Family Code provides:
“Article 124. The administration and
enjoyment of the conjugal partnership
property shall belong to both spouses
jointly. In case of disagreement, the
husband’s decision shall prevail, subject to
recourse to the court by the wife for proper
remedy, which must be availed of within
five years from the date of the contract
implementing such decision.
In the event that one spouse is
incapacitated or otherwise unable to
participate in the administration of the
conjugal properties, the other spouse may
assume sole powers of administration.
These powers do not include disposition or
encumbrance without authority of the court
or the written consent of the other spouse.
In the absence of such authority or
consent, the disposition or encumbrance
shall be void. However, the transaction
shall be construed as a continuing offer on
the part of the consenting spouse and the
third person, and may be perfected as a
binding contract upon the acceptance by
the other spouse or authorization by the
court before the offer is withdrawn by
either or both offerors.”
Thirdly, according to Article 256 of the
Family Code, the provisions of the Family
Code may apply retroactively provided no
vested rights are impaired. In Tumlos v.
Fernandez, the Court rejected the
petitioner’s argument that the Family Code
did not apply because the acquisition of the
contested property had occurred prior to
the effectivity of the Family Code, and
pointed out that Article 256 provided that
the Family Code could apply retroactively if
the application would not prejudice vested
or acquired rights existing before the
effectivity of the Family Code. Herein,
however, the petitioners did not show any
vested right in the property acquired prior
to August 3, 1988 that exempted their
situation from the retroactive application of
the Family Code.
Fourthly, the petitioners failed to
substantiate their contention that Dionisio,
while holding the administration over the
property, had delegated to his brother,
Atty. Parulan, the administration of the
property, considering that they did not
present in court the SPA granting to Atty.
Parulan the authority for the
administration.
Nonetheless, we stress that the power of
administration does not include acts of
disposition or encumbrance, which are acts
of strict ownership. As such, an authority
to dispose cannot proceed from an
authority to administer, and vice versa, for
the two powers may only be exercised by
an agent by following the provisions on
agency of the Civil Code (from Article 1876
to Article 1878). Specifically, the apparent
authority of Atty. Parulan, being a special
agency, was limited to the sale of the
property in question, and did not include or
extend to the power to administer the
property.
Lastly, the petitioners’ insistence that Atty.
Parulan’s making of a counter-offer during
the March 25, 1991 meeting ratified the
sale merits no consideration. Under Article
124 of the Family Code, the transaction
executed sans the written consent of
Dionisio or the proper court order was void;
hence, ratification did not occur, for a void
contract could not be ratified. On the other
hand, we agree with Dionisio that the void
sale was a continuing offer from the
petitioners and Ma. Elena that Dionisio had
the option of accepting or rejecting before
the offer was withdrawn by either or both
Ma. Elena and the petitioners. The last
sentence of the second paragraph of Article
124 of the Family Code makes this clear,
stating that in the absence of the other
spouse’s consent, the transaction should
be construed as a continuing offer on the
part of the consenting spouse and the third
person, and may be perfected as a binding
contract upon the acceptance by the other
spouse or upon authorization by the court
before the offer is withdrawn by either or
both offerors.
2. Between Spouses (Arts. 133, 1490,
1492) –
Art. 133. Every donation between the
spouses during the marriage shall be void.
This prohibition does not apply when the
donation takes effect after the death of the
donor.
Neither does this prohibition apply to
moderate gifts which the spouses may give
each other on the occasion of any family
rejoicing.
Art. 1490. The husband and the wife
cannot sell property to each other, except:
(1) When a separation of property
was agreed upon in the marriage
settlements; or
(2) When there has been a judicial
separation or property under Article
191.
Art. 1492. The prohibitions in the two
preceding articles are applicable to sales in
legal redemption, compromises and
renunciations.
CASE:
Medina v. Collector, 1 SCRA 302
3. Applicability to Common-Law
Spouses (Art. 133) - Calimlim Canullas
v. Fortun, 129 SCRA 675 (1984);
4. Is in Pari Delicto Doctrine Applicable
to Prohibit Recovery?

C. SCENARIOS INVOLVING CONFLICT

OF INTEREST DUE TO TRUST
RELATIONSHIPS (Arts. 1491 and
1492)

1. Status of such contracts - Rubias v.

Batiller, 51 S 120 (1973).
2. Guardians, agents and
administrators- Phil. Trust Co. v.
Roldan, 99 P 39 (1956)
3. Attorneys - Fabillo v. lAC, 195 S 28
(1991).
4. Judges

D. SALES BY
ADMINISTRATORS/EXECUTORS - Lee
v. RTC, G.R. No. 146006, February 23,
2004