G.R. No. 211281/G.R. No. 212602, February 15, 2022
Light Rail Transit Authority (LRTA) v. Joymart Consolidated Inc. and Isetann Department Store, Inc. (G.R. No. 211281); Joymart Consolidated Inc. and Isetann Department Store, Inc. v. Light Rail Transit Authority and Phoenix Omega Development Corp. (G.R. No. 212602)

FACTS

In 1978-79, the government, through the Light Rail Transit Authority (LRTA), identified properties for its LRT system project, including a property owned by Joy Mart Consolidated Corporation (Joy Mart) and three adjoining parcels of land under its lease. Joy Mart consented to sell its property and waive its leasehold rights, provided it would be given the first option to redevelop the entire consolidated block of the LRT Carriedo Station. This condition was incorporated into the Deed of Absolute Sale dated February 22, 1983, which stated that Joy Mart “should be given the first option in the redevelopment of the consolidated block.” Subsequently, the LRTA entered into a contract with the Philippine General Hospital Foundation, Inc. (PGHFI) for the development of areas adjacent to LRT stations. PGHFI subleased the consolidated block to Joy Mart for the construction of a multi-storey building. However, on November 28, 1986, LRTA entered into a Commercial Stalls Concession Contract with Phoenix Omega Development and Management Corporation (Phoenix), awarding it commercial spaces within LRT stations, including Carriedo Station. Joy Mart (later joined by its assignee Isetann) filed a complaint for specific performance, injunction, and damages against LRTA and Phoenix, claiming LRTA violated its right of first option. The Regional Trial Court dismissed the complaint and counterclaims. The Court of Appeals upheld Joy Mart and Isetann’s right of first option but dismissed their claim for damages. Both parties filed petitions before the Supreme Court.

ISSUE

The primary issue, as presented in the dissenting opinion, pertains to whether Joy Mart and Isetann are entitled to damages for the alleged violation of their right of first option by LRTA.

RULING

The provided text is an excerpt from the Dissenting Opinion of Justice Lazaro-Javier. The dissent argues that Joy Mart and Isetann are entitled to actual or compensatory damages. The dissent cites Article 2199 of the Civil Code, which defines actual damages as including both the loss of what a person already possesses (daño emergente) and the failure to receive a benefit that would have pertained to him (lucro cesante). The dissent contends that the loss of the right of first option itself constitutes an actual loss (daño emergente) for which compensation is due, and that the failure to realize profits from the redevelopment constitutes lost anticipated income (lucro cesante). The dissent concludes that the Court of Appeals erred in dismissing the claim for damages and would hold LRTA liable. The full ruling of the Supreme Court in the main Decision is not contained in the provided text.