Heirs of Amparo del Rosario vs. Santos 565 SCRA 1 (2008)

FACTS:

Amparo del Rosario filed a complaint against the spouses Andres F. Santos and Aurora O. Santos, for specific performance and damages allegedly for failure of the latter to execute the Deed of Confirmation of Sale of an undivided 20,000 square meters of land, in Tanay, Rizal, in malicious breach of a Deed of Sale

Amparo died and was substituted by the heirs named in her will. Andres also died and was substituted by his heir

The Deed of Sale is drafted as: Andres Santos, xxx for and in consideration of 2,000, do hereby sells, conveys, and transfers unto Amparo del Rosario, xxx that certain 20k sq. m.

The parties agree that the vendor shall execute a Deed of Confirmation of Deed of Sale in favour of the vendee as soon as the title has been released and the subdivision plan of said lot 1 has been approved by the Land Registration Commissioner

Plaintiff claimed fulfillment of conditions for the execution of the Deed of Confirmation of Sale

Defendants do not contest the words and figures in said deed except in the acknowledgment portion thereof where certain words were allegedly cancelled and changed without their knowledge and consent and where, apparently, they appeared before Notary Public Florencio Landrito when, in fact, they claimed that they did not.

ISSUE: Whether or not the existence of an alleged false notarization of the deed of sale is material

RULING: No. As correctly pointed out by the court a quo, the alleged false notarization of the deed of sale is of no consequence. For a sale of real property or of an interest therein to be enforceable under the Statute of Frauds, it is enough that it be in writing. It need not be notarized. But the vendee may avail of the right under Article 1357 of the New Civil Code to compel the vendor to observe the form required by law in order that the instrument may be registered in the Registry of Deeds. Hence, the due execution and genuineness of the deed of sale are not really in issue in this case. Accordingly, assigned error I is without merit.

While it is true, as appellants argue, that Article 1306 of the New Civil Code provides that "the contracting parties may establish such stipulations, clauses, terms and conditions as they may deem convenient, provided that they are not contrary to law, morals, good customs, public order, or public policy" and that consequently, appellants and appellee could freely enter into an agreement imposing as conditions thereof the following: that appellee secure the written conformity of Erlinda Cortez and that she render an accounting of all collections from her, said conditions may not be proved as they are not embodied in the deed of sale.

The only conditions imposed for the execution of the Deed of Confirmation of Sale by appellants in favor of appellee are the release of the title and the approval of the subdivision plan. Thus, appellants may not now introduce other conditions allegedly agreed upon by them because when they reduced their agreement to writing, it is presumed that "they have made the writing the only repository and memorial of truth, and whatever is not found in the writing must be understood to have been waived and abandoned." 

By the terms of the Deed of Sale itself, which We find genuine and not infirmed, appellants declared themselves to be owners of one-half (1/2) interest thereof. But in order to avoid appellee's claim, they now contend that Plan Psu-206650 where said Lot I appears is in the exclusive name of Teofilo Custodio as the sole and exclusive owner thereof and that the deed of assignment of one-half (1/2) interest thereof executed by said Teofilo Custodio in their favor is strictly personal between them. Notwithstanding the lack of any title to the said lot by appellants at the time of the execution of the deed of sale in favor of appellee, the said sale may be valid as there can be a sale of an expected thing, in accordance with Art. 1461, New Civil Code