The Rule on ‘The Legal Redemption of Co-owners’

GR 597; (April, 1902) (Critique)

April 1, 2026

GR 852; (April, 1902) (Critique)

April 1, 2026

I. Introduction

This memorandum provides an exhaustive analysis of the rule on legal redemption among co-owners under Philippine civil law. The right of legal redemption is a statutory prerogative granted by law to specific persons, allowing them to step into the shoes of a buyer by reimbursing the purchase price within a prescribed period. For co-owners, this right is governed primarily by Article 1620 of the Civil Code of the Philippines. This memo will delineate the legal basis, essential elements, procedural requirements, effects, and limitations of this right, providing a comprehensive guide for its application and enforcement.

II. Legal Basis and Nature of the Right

The right is rooted in Article 1620, which states: “A co-owner of a thing may exercise the right of redemption in case the shares of all the other co-owners or of any of them, are sold to a third person. If the price of the alienation is grossly excessive, the redemptioner shall pay only a reasonable one.” This right is legal (created by law, not by contract), accessory (it follows the sale), and intransmissible in nature, meaning it generally cannot be assigned or transferred independently. It is intended to reduce the number of co-owners and consolidate ownership, in line with the policy against indivision.

III. Essential Elements for the Existence of the Right

For the right of legal redemption under Article 1620 to arise, the following concurrent elements must be present:

There must be a relation of co-ownership over a determinate thing or right.

One or more co-owners must alienate their ideal share to a stranger or third person. The alienation must be a sale; other modes like donation, dacion en pago, or assignment of successional rights do not trigger this specific right.

The sale must be to a third person who is not a co-owner. A sale by one co-owner to another existing co-owner does not give rise to this right.

The co-owner seeking to redeem must be able to reimburse the buyer for the purchase price, plus any legitimate expenses outlined by law.

IV. Who May Exercise the Right: The Redemptioner

The right belongs to any remaining co-owner or co-owners who did not participate in the sale. If there are multiple co-owners, the right may be exercised pro rata. This means a co-owner may redeem only a portion corresponding to his share in the co-ownership. However, jurisprudence allows a co-owner to redeem the entire sold share if he so chooses, effectively consolidating ownership in himself subject to the rights of other co-owners. The heirs of a deceased co-owner generally succeed to this right.

V. The Procedure and Period for Redemption

The redemptioner must exercise the right by making a formal, unequivocal tender of payment to the buyer-vendee. This is typically done through a notarial demand or a judicial action for legal redemption filed within the prescribed period. The reglementary period is thirty (30) days under Article 1623. The counting of the period depends on the manner of the sale:
a. From the time the redemptioner was notified in writing by the vendor of the sale; or
b. From the time the redemptioner had actual knowledge of the sale (if no written notice); or
c. From the time the instrument of sale was recorded in the Registry of Property (if the property is registered).
The thirty-day period is preclusive; failure to act within it results in the irrevocable loss of the right.

VI. The Redemption Price

The general rule is that the redemptioner must reimburse the buyer for the full purchase price stated in the contract of sale. However, Article 1620 provides a critical exception: “If the price of the alienation is grossly excessive, the redemptioner shall pay only a reasonable one.” This is an anti-circumvention measure to prevent co-owners and buyers from colluding to set an exorbitant price to defeat the right. The determination of a “reasonable price” is a question of fact. Additionally, under Article 1616, the redemptioner must also reimburse the buyer for: (1) necessary and useful expenses made on the property, and (2) the price of sale, with interest from the date of payment.

VII. Comparative Analysis: Legal Redemption vs. Conventional Redemption

The following table contrasts legal redemption with its conventional counterpart.

Aspect	Legal Redemption (Article 1620)	Conventional Redemption (Pacto de Retro)
Source of Right	Created directly by law (Article 1620).	Created by stipulation in the contract of sale.
Who May Exercise	Specified by law (e.g., co-owners, adjacent owners under Article 1621).	The vendor or their successor-in-interest, as stipulated.
Triggering Event	A sale by a co-owner to a third-party stranger.	The expiration of the stipulated redemption period.
Redemption Price	The price paid by the buyer, or a reasonable price if grossly excessive.	The price stipulated in the contract, often the same as the sale price.
Period to Redeem	Thirty (30) days from notice or knowledge.	As stipulated by the parties, not to exceed ten (10) years under Article 1606.
Effect of Failure	Right is extinguished; sale becomes absolute.	Ownership is consolidated in the buyer; vendor loses all interest.
Alienability of Right	Generally intransmissible and cannot be assigned independently.	The right is transmissible and may be assigned or waived, subject to contract terms.

VIII. Effects of a Valid Redemption

Upon valid exercise of the right and payment of the redemption price:

The redemptioner is subrogated to all the rights and actions of the buyer-vendee. The sale is effectively annulled as between the buyer and the redeeming co-owner.

The redeeming co-owner acquires the redeemed share, increasing his interest in the property. The buyer is obligated to execute a deed of reconveyance.

The relationship of co-ownership now exists between the redeeming co-owner and any other remaining co-owners, but with altered proportional shares. The redeeming co-owner may subsequently seek partition.

IX. Waiver and Limitations of the Right

The right may be expressly waived, but such waiver must be clear and unequivocal. It cannot be presumed. The right is also subject to the following key limitations:

It applies only to sales. Exchanges, donations, or other forms of alienation do not trigger it.

It cannot be exercised against a buyer who is already a co-owner prior to the sale.

The right is personal to the co-owners at the time of the sale. A person who buys from a co-owner after the sale to a third party cannot redeem.

The right is extinguished by the prescription of the action to enforce it, which is tied to the 30-day preclusive period.

X. Conclusion

The right of legal redemption for co-owners is a potent legal mechanism designed to simplify property relations by allowing remaining co-owners to acquire alienated shares. Its exercise is strictly conditioned upon the existence of a sale to a third party, timely action within the non-extendible 30-day period, and reimbursement of the redemption price. Practitioners must meticulously verify the presence of all elements, the accuracy of the period’s computation, and the reasonableness of the price to effectively advise clients on the assertion or defense against this right. Failure to adhere to the statutory formalities will result in the forfeiture of this privilege.

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