G.R. No.

103577; October 7, 1996

ROMULO A. CORONEL, ALARICO A. CORONEL, ANNETTE A. CORONEL,

ANNABELLE C. GONZALES (for herself and on behalf of Florida C. Tupper, as
attorney-in-fact), CIELITO A. CORONEL, FLORAIDA A. ALMONTE, and CATALINA
BALAIS MABANAG, petitioners, vs. THE COURT OF APPEALS, CONCEPCION D.
ALCARAZ, and RAMONA PATRICIA ALCARAZ, assisted by GLORIA F. NOEL as
attorney-in-fact, respondents.

MELO, J.:

Doctrine: As evidenced by the Receipt of Down Payment and the condition

contemplated by both parties, there was a contract of sale which caused the respective
obligations of the parties to become mutually demandable.
Facts: This case involves a sale of a parcel of land in Roosevelt Avenue, Quezon City
entered by the seller Romulo Coronel to the buyers Conception Alcaraz and Ramona
Patricia Alcaraz. On January 19, 1985, the private respondents have agreed to pay the
down payment of ₱50,000 and petitioners even executed a receipt of down payment as
a proof of their transaction, binding themselves to transfer the ownership of the land in
their name from their deceased father. Upon the transfer in their names of the subject
property, the petitioners will execute an absolute Deed of Sale in favor of the
respondents upon payment of the whole balance of ₱1,190,000. However, on February
18, 1985, petitioners have sold the subject land to an intervenor-appellant Catalina
Mabanag. They then canceled the contract with the respondents and issued a Deed of
Absolute Sale over the subject property in favor of the third person.
Issue: Whether the Receipt of Down Payment between petitioners and private
respondents was that of a conditional contract of sale or just a mere contract to sell.
Ruling:
It is defined by the Civil Code that a contract of sale is perfected at the moment there is
a meeting of minds upon the things which is the object of the contract and upon the
price. In this case, the receipt of down payment, which was prepared and signed by
Romulo Coronel demonstrates that the parties had agreed to a conditional contract of
sale, the consummation of the contract is subject only to the successful transfer of the
certificate of title. Under the given circumstances, the Court may safely presume that,
had the certificate of title been in the names of petitioners-sellers at that time, there
would have been no reason why an absolute contract of sale could not have been
executed and consummated right there and then. The petitioners did not merely
promise to sell the property to private respondents upon the fulfillment of the suspensive
condition.
On the other hand, having already agreed to sell the subject property, they undertook to
have the certificate of title changed to their names and immediately thereafter, to
execute the deed of absolute sale in favor of Ramona. The suspensive condition was
fulfilled on February 6, 1985 and thus, the conditional contract of sale between the
parties became obligatory. The only act required for the consummation thereof being
the delivery of the property by means of the execution of the deed of absolute sale in a
public instrument, which petitioners clearly committed themselves to do as evidenced by
the Receipt of Down Payment.