G.R. No. 202284 , March 17, 2021
Cristina R. Seming, Petitioner, vs. Emelita P. Alamag, Violeta L. Pamat, Rolando L. Pamat and Fernando L. Pamat, Respondents.

FACTS

Petitioner Cristina R. Seming and her spouse Eutiquio Seming filed an action for specific performance and damages against spouses Angel Pamat and Natividad Pamat concerning a one-half portion (771 sq. m.) of Lot 512-C in Ligao City, covered by TCT No. T-134781 under the names of Jesusa Seming Vda. De Lopez and the spouses Pamat. The spouses Seming alleged that in 1977, they purchased Jesusa’s share and entered into a verbal agreement to buy the spouses Pamat’s share (the subject property). They claimed possession by constructing their conjugal dwelling and made partial payments through cash, kind, and by shouldering litigation expenses in a prior quieting of title case (Civil Case No. 744) involving the lot, with the understanding that such expenses would form part of the purchase price. Petitioner presented two receipts dated October 22, 1990 and January 23, 1991, each for P6,000.00 and purportedly signed by Natividad Pamat, acknowledging partial payment for “two lots” of Lot 512-C. In 2002, petitioner offered to buy the remaining 171 sq. m., but the spouses Pamat refused, denying any sale. Upon Natividad’s death, her heirs (respondents) were substituted. The Regional Trial Court (RTC) ruled in favor of petitioner, ordering respondents to execute a deed of sale for 600 sq. m. and awarding nominal damages and attorney’s fees. The Court of Appeals (CA) reversed the RTC, dismissing the complaint for lack of a perfected contract of sale.

ISSUE

Whether a contract of sale was perfected between petitioner and the spouses Pamat over the 600-square meter portion of the subject property.

RULING

No. The Supreme Court denied the petition and affirmed the CA Decision, holding that no contract of sale was perfected. The essential elements of a contract of sale—consent, determinate subject matter, and price certain—were not established. Consent or meeting of the minds was absent: petitioner admitted rejecting Natividad’s offer to sell in exchange for litigation expenses, and there was no evidence Natividad agreed to treat such expenses as part of the purchase price. The subject matter was indeterminate, as the receipts referred vaguely to “two lots” without specifying location or boundaries, and petitioner’s own testimony indicated the need for a future agreement to identify the portions. The price was not certain, as the receipts did not state a total purchase price, and petitioner’s claims of additional payments in kind were unsupported. Petitioner’s possession and tax payments pertained to Jesusa’s share, not the subject property, and the Compromise Agreement in Civil Case No. 744 did not admit petitioner’s possession over the spouses Pamat’s portion. The receipts were inadmissible due to failure to prove due execution and authenticity, as no witness other than petitioner testified to their signing. Thus, petitioner failed to prove a perfected contract of sale.