Determinable object - A Law Each Day (Keeps Trouble Away)

Will a mistake in the designation of the lot sold vitiate the consent of the parties to a contract of sale? Can a mere receipt be used as evidence to prove that a contract has been perfected between the parties? These questions are answered in this case of Virginia, a widow.

Virginia was the buyer of two lots, one of which has an area of 109 square meters owned by the Florentino spouses. This lot was a portion formerly earmarked for her sister who already paid the sum of P1,500. Her sister agreed that said sum of P1,500 should be applied as partial payment together with the amount of P500 which Virginia herself paid. For this total partial payment of P2,000, a receipt was issued by the spouses which reads as follows: "Received from Virginia the sum of P500 as additional partial payment on the parcel of land located at Bacolor, Pampanga being the portion of Lot 1547-G-2-G of Psd 03004803. It is understood that this lot is the portion formerly earmarked for the sister of Virginia wherein she already paid the sum of P1,500; hence, by agreement of the sisters, the sum of P1,500 are applied as additional payment for and in behalf of Virginia thereby making the total payments made by the said Virginia to said lot in the sum of P2,000 as of this date".

Threee months later, Virginia again paid P3,625.00 as the last and full payment of the said lot plus P800 for the expenses of the segregation survey of said lot, or a total of P4,425. For this payment, the Florentino spouses again issued the following receipt: "Received from Virginia the sum of P4,425 representing the last and full payment on the purchase price of lot 1547-G-2-G Plan Psd 03-06967 located at Bacolor, Pampanga with an area of 109 square meters or less, as regards the sum of P3,625 and the sum of P800 applied for the payment of the segregation survey of said lot. Title over this lot shall be issued upon the survey and segregation of the additional portion which Virginia is also buying to be taken from lot 1547-G-2-G-I wherein the said portion of said lot 1547-G-2-G-2 shall be consolidated into one lot only at the expense of the buyer".

When Virginia demanded from the Florentino spouses the execution of the Deed of Absolute Sale and for the issuance of the corresponding certificate of title in her favor, the spouses refused. They contended that there was no perfected contract of sale between them and Virginia as there was no meeting of the minds with regard to both object and consideration of the contract. The 109 square meter lot could not be specifically determined or identified. The receipts described two different lots -- one described as Psd 03-004803 while the other as Psd-03-05957. This discrepancy showed that there was no meeting of the minds as regards the object of the contract. The Court of Appeals agreed with the spouses but it ordered them to return the amount paid by Virginia. Were they correct?

No. The 109 square meter lot was adequately described in the receipt, or at least can be easily determinable. The first receipt issued stated that the lot being purchased by Virginia was the one earlier earmarked for her sister. Thus, the subject lot is determinable. Any mistake in the designation of the lot does not vitiate the consent of the parties or affect the validity and binding effect of the contract of sale. The second receipt clearly described the lot area as 109 square meters. It also showed that Virginia had fully paid the purchase price. So the spouses should execute the necessary deed of absolute sale and cause the issuance of the corresponding certificate of title over said lot with an area of 109 square meters (Spouses Venancio David et. al. vs. Alejandro and Guadalupe Tiongson G.R. No. 108169 Aug. 25, 1999).

Atty. Sison's e-mail address is: [email protected].