G.R. No. 214087 . February 27, 2023.
HEIRS OF SPOUSES SILVESTRE MANZANO AND GERTRUDES D. MANZANO, REPRESENTED BY CONRADO D. MANZANO AS ATTORNEY-IN-FACT AND ALSO IN HIS PERSONAL CAPACITY, PETITIONERS, VS. KINSONIC PHILIPPINES, INC., RESPONDENT.

FACTS

On July 19, 1993, the petitioners (Heirs of Spouses Manzano, represented by Conrado D. Manzano as attorney-in-fact) and the respondent (Kinsonic Philippines, Inc.) entered into a Contract to Sell a parcel of land in Marilao, Bulacan. Respondent paid a total of ₱8,000,000.00 and incurred ₱700,000.00 for land conversion. When respondent tendered payments for the balance on February 23 and March 16, 1995, petitioners refused, claiming the contract was automatically cancelled due to respondent’s failure to complete payment within 60 days from the land conversion approval on November 25, 1994. Respondent filed a Complaint for specific performance and/or sum of money. The RTC denied respondent’s Motion for Summary Judgment, but the CA Fourth Division granted respondent’s Petition for Certiorari, ordering a summary judgment for respondent, which became final and executory after the Supreme Court denied petitioners’ first Petition for Review. The case was remanded to the RTC for reception of evidence on damages, which awarded attorney’s fees and exemplary damages to respondent. Petitioners appealed to the CA Fifth Division, raising for the first time the issues that: (1) the RTC Judgment was a nullity for failure to join the administrator of the estates/conjugal partnership of the Spouses Manzano as an indispensable party; (2) the disposition of the conjugal property was void for lack of liquidation of the conjugal partnership; and (3) the summary judgment should be set aside due to genuine issues of fact. The CA affirmed the RTC Judgment with modification, deleting the exemplary damages, and held that the new issues could not be raised for the first time on appeal and that the administrator was not an indispensable party. The CA denied petitioners’ Motion for Reconsideration.

ISSUE

Whether the administrator of the estates/conjugal partnership of the Spouses Manzano is an indispensable party whose absence renders all proceedings and judgments null and void.

RULING

No. The Supreme Court denied the Petition and affirmed the CA’s Decision and Resolution. The Court held that the administrator of the estate is not an indispensable party in a civil action for specific performance and/or sum of money arising from a Contract to Sell. The indispensable parties are the parties to the contract itself—the heirs (vendors) and the buyer. The action is in personam, binding only the parties, not an action in rem that affects the whole world. The heirs, who are the successors-in-interest and were represented by their attorney-in-fact, were properly impleaded. The absence of an administrator does not deprive the court of jurisdiction. Furthermore, petitioners are barred by estoppel from raising new issues on appeal that were not raised in the trial court, as the summary judgment had long become final and immutable. The Court also noted that no administrator had been appointed, and the property was not shown to be part of a conjugal partnership requiring liquidation under the Family Code.