FIRST DIVISION
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JOHANNES RIESENBECK,
P e t i t i o n e r,
- versus - SPOUSES SILVINO G. MACEREN, JR. and
PATRICIA A. MACEREN,
R e s p o n d e n t s. |
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G.R. No. 158608 Present: PANGANIBAN,
C.J. Chairperson, YNARES-SANTIAGO, AUSTRIA-MARTINEZ, CALLEJO, SR., and CHICO-NAZARIO, JJ. Promulgated: January 27, 2006 |
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CHICO-NAZARIO, J.:
Impugned in this petition for review is the Decision[1]
dated 02 September 2002 of the Court of Appeals, which dismissed the appeal
filed by petitioner from the Order[2] of the
Regional Trial Court (RTC) of Lapu-Lapu City, Branch 54, in civil case
No. 4307-L for annulment of Contract of Lease on
the ground that the case has been rendered moot. Assailed likewise is the
Resolution[3]
of the Court of Appeals denying the motion for reconsideration still on
mootness and forum shopping.
We recount the facts paving the way
to this petition:
Respondents Atty. Silvino G. Maceren,
Jr., and his wife Patricia A. Maceren are the registered owners of a beach
resort, known as the Golden Views Resort, situated at Buot, Punta Engaño,
On
That the ORIGINAL LESSEE rented and leased the
above-mentioned premises and facilities and in fact as part of the contract, he
has introduced the restaurant of indigenous materials along the beach;
That the ORIGINAL LESSEE has manifested his desire to
relinquish the Contract of Lease
covering the aforementioned beach resort and the facilities therein in favor of
the SUBSTITUTE LESSEE who is interested to go on with the lease under the terms
and conditions stipulated herein;
That the herein LESSOR is willing to grant in lease
the aforementioned beach resort and all its improvements in favor of the
SUBSTITUTE LESSEE.
x x x x
5. IMPROVEMENTS – The SUBSTITUTE LESSEE undertakes to
introduce within the leased premises within a period of SEVEN AND A HALF (7
& ½) years from the signing of this contract, permanent improvements worth
not less than FIVE HUNDRED THOUSAND PESOS (P500,000) — provided that before any
improvement is introduced, the LESSOR shall be first advised as to its
location. In no case will the LESSEE destroy the tennis court and introduce
improvements thereon, nor shall the LESSEE destroy any existing improvements
without first getting the written permission of the LESSOR;
x x x x
8. OWNERSHIP
AND POSSESSION – That at the end of the term of the lease or termination of the
same for violations of its terms, all improvements introduced by the SUBSTITUTE
LESSEE in the leased premises shall belong to the LESSOR without need of
reimbursement of its costs; That upon termination of this contract the LESSEE
shall return the peaceful possession of the properties herein leased together
with any and all improvements they may have introduced to the LESSORS without
need of demand;
9. RESERVATION OF PRIVILEGE – The LESSOR TOGETHER WITH
THEIR GUESTS and lot buyers shall have free access to the beach and to enjoy
bathing in the area, but in no case shall they crowd the leased premises and
hamper the business of the SUBSTITUTE LESSEE. Neither can they make use of the
hotel rooms and restaurant without paying the proper fees and charges, subject
however to any special discount and privileges which the SUBSTITUTE LESSEE(s)
may grant in their discretion. The
LESSOR and his guests retain the privilege to use the tennis court which shall
be maintained by the SUBSTITUTE LESSEE.
10. SUB-LEASE - THE
SUBSTITUTE LESSEE cannot sublease the leased premises to any party without
first securing the written prior consent of the LESSOR, otherwise the sublease
shall not be respected by the latter;
11. FIRST PRIORITY OPTION TO BUY – In case the LESSOR(s)
decide to sell the property herein leased, they shall give the SUBSTITUTE
LESSEE the first priority to equal the price offered by an interested buyer and
should the LESSEE fail to exercise this option within 15 days from notice, the
LESSOR shall have the right to sell the property herein leased to said buyer;
x x x x
13. VIOLATION AND DAMAGES – In case of violation of
any terms and conditions contained herein will be a ground for the offended
party to terminate the contract even before the end of its term and in case the
LESSEE violates the same the LESSOR have the option to terminate the contract
without prejudice to his rights to collect whatever rentals due for the
remaining years of the contract plus damages;
14. TERM OF LEASE AND PARTIES BOUND – This CONTRACT OF
LEASE shall be commenced immediately upon the signing hereof and shall remain
valid and binding between the parties and their heirs for a period of FIFTEEN
(15) YEARS from January, 1988 and to end on December 2003, unless earlier
terminated for violation of terms hereof.
15. TAXES - The
SUBSTITUTE LESSEE shall contribute for the payment of the taxes and leased
premises at no less than FIVE THOUSAND PESOS (P5,000.00) each year, however,
for their additional improvements, all taxes thereon during the term of the
lease shall be paid by the SUBSTITUTE LESSEE. (Emphases
supplied)
On P2,495.00, which is less
than the P5,000.00 that was stipulated in the contract. Too, the Complaint averred that petitioner
got wind of an impending sale of the leased property in favor of a third party.
He alleged that judicial declaration is necessary to delineate the rights of
the petitioner from those of the respondents vis-à-vis the stipulations pointed out in the contract and prayed
for a declaration of his rights under the lease contract, specifically with
respect to Stipulations No. 5, 8, 9, 11, 13, 14 and 15 as above-quoted
concerning improvements, ownership and possession, reservation of privilege,
first priority option to buy, violation and damages, term of lease and parties bound,
and the taxes due,
respectively.
Meanwhile, respondent
Atty. Maceren sent a letter to petitioner Johannes Riesenbeck, as lessee of the
property, informing the latter of his intention to transfer the ownership of
the property subject of the Contract of Lease to the family corporation
MAGICCORP. Thereafter, respondent Atty. Maceren was able to effect the transfer
of the leased property to MAGICCORP based on an instrument denominated as “Deed
of Exchange of Shares of Stocks and Transfer of Property.”
Stirred by the foregoing event, on
Awaiting the conclusion of Civil Case
No. 2819 for redemption and Civil
Case No. 2296-L for Declaratory Relief, petitioner Johannes Riesenbeck filed on
13 September 1995 the case subject of the present review docketed as Civil Case No. 4307-L[10]
against respondents, this time, to annul
the aforementioned contract of lease.
Petitioner replicated his allegations in his earlier Complaint for
Declaratory Relief that he had suffered damages from
respondents’ act of defrauding him into entering into the abovementioned Contract
of Lease. Petitioner specifically asserted
that respondents swayed petitioner to enter into the Contract of Lease by
stipulating, inter alia, that
petitioner will have the first option or priority to purchase the same from respondents. Likewise, petitioner echoed the contention
that he was conned as to the amount of taxes due inasmuch as he was assessed and had paid
respondents P5,000 per taxable year pursuant to the provision in the
said contract, only to find out much later that the taxes payable were only
slightly over P2,000.
On
10 October 1995, respondents filed a Motion to Dismiss[11]
citing the following grounds: (1) two other actions between the same parties
and for the same cause are pending, one before Branch 53 of the RTC of
Lapu-Lapu City, docketed as Civil Case No. 2296-L, and the other, before the
Court of Appeals in CA-G.R. CV No. 45655, docketed as Civil Case No. 2819-L in
the trial court; (2) the complaint violates the proscription against
forum-shopping; and (3) the complaint does not state a cause of action. respondents averred in their Motion to
Dismiss that the lease contract which petitioner wants to be annulled was
already terminated by respondents effective
On
On
Nevertheless, even if there is no
substantial finding of forum-shopping, we note that events which transpired
prior to the filing of the instant suit have rendered the same moot and
academic.
The lease contract which appellant wants to be annulled
was already terminated by appellees effective
Petitioner
moved to reconsider the Court of Appeals’ Decision, still obdurate that the
case has not been rendered moot, but the Court of Appeals held in a
Resolution[17]
dated 12 May 2003, that since not once did petitioner address the issue
on violations of the terms of the contract head on, he cannot now rightfully
claim that the termination of their lease contract has not rendered the instant
suit for annulment of contract moot following Section 2, Rule 9 of the Rules of
Court, the law in force at the time this case was filed, which provided that
“defenses and objections not pleaded either in a motion to dismiss or in the
answer are deemed waived.” Quite
noteworthy is the fact that although the Court of Appeals, at first glance, held
in its Decision that there was no forum-shopping, a second look at the case
under reconsideration led to its change of heart - this time ruling that petitioner already sought to recover damages in the suit
for Declaratory Relief arising from the same lease contract subject of the
instant case and to claim damages once more, this time via the present
case would already be tantamount to forum-shopping, if not harassment.
The Issue
His
motion for reconsideration having been denied by the Court of Appeals,
petitioner now lays his cause before this Court through this petition for
review where he assigns the following lone error to the Court of Appeals. Thus:
THE
Critical to the resolution of this
case is the issue of whether or not the act of respondents of unilaterally
terminating the lease contract, subject matter of this petition, on the basis
of petitioner’s alleged violation of the terms thereof has rendered the present
case for annulment of said contract and for damages fusty.
petitioner submits that the potestative act of respondents in
unilaterally and extrajudicially terminating the lease contract could not have
rendered the said contract functus oficio inasmuch as such termination
was without judicial approval.[19] Petitioner says that it is precisely this
arbitrary termination of the contract by respondent that petitioner now seeks
redress for as he had suffered damages from respondents’ act of defrauding him
into entering into the said Contract of Lease.
Petitioner specifically claims that respondents convinced petitioner to
enter into the Contract of Lease by stipulating, among other things, that
petitioner will have the first option or priority to purchase the same from
respondents. Repeating his argument,
petitioner claims that as he is unfamiliar with the Philippine laws, and
trusting on the representation of respondent who is a lawyer, he entered into a
contract and spent, among other things, P1,153,890. Likewise, petitioner avers that he was duped
into believing that respondents will be shouldering part of the taxes on the
property because petitioner will only be allegedly contributing the sum of P5,000
per tax period, only to find out much later that the taxes due were only
slightly over P2,000. It is these
fraudulent acts resulting in petitioner’s damage and prejudice that is the
heart of the complaint filed in the present case, according to petitioner.[20]
Respondents, on the other hand, submit
that the present petition ought to be dismissed not only because it is moot,
but also because its filing smacks of forum shopping.
The Court’s Ruling
we find, as the Court of Appeals had found,
that the petition was rendered moot or illusory by the fact that respondents
have already pre-terminated the lease contract effective
02. Q: Please state your name and other
personal circumstances?
A: I am
JOHANNES RIESENBECK, a Dutch National, 55 years old, married, an
owner of Golden Views Beach Resort and Hotel located at Boot, Punta
Engaño, Lapu-lapu City and presently residing of same place.
x x x x
05. Q: Mr. Riesenbeck, why are you here in
the office of the investigation Section, Lapu-lapu Police Station?
A: I came
here purposely to lodge a complaint against a Japanese National SHINICHI
MATSUMOTO, who harassed us in my residence bringing with him a handgun
presumably caliber 45 pistol barge into our house and threatened us to kill but
fortunately we were able to escape for our safety.
x x x x
07. Q: Why did SHINICHI MATSUMOTO harassed
you and threatened you to kill? (sic)
A: SHINICHI
MATSUMOTO harassed us because he wants us to drive away from the place for
unknown reason.
08. Q: Is SHINICHI MATSUMOTO your neighbor?
A: No he is not our neighbor but the tenant of
the seven (7) units of our beach
x x x x
11. Q: Since Mr. Romeo Abandan introduced to
you to SHINICHI MATSUMOTO, was their (sic) any proposal to rent a room or rooms
in your Beach Resort in favor of SHINICHI MATSUMOTO?
A: There was a proposal sir in fact we signed an agreement before a
Notary Public Elmergilio Ybalos on
12. Q: Since then what do you observed
SHINICHI MATSUMOTO?
A: When he
got drunk he is troublesome and he creates trouble in our place like throwing
bottles, shouting and anything he holds, he destroys it.
13. Q: What else did SHINICHI MATSUMOTO has
done which affects your person?
A: His wife,
Catalina Matsumoto told us that if SHINICHI MATSUMOTO got angry he will kill us
all of our family.
14. Q: How many times did SHINICHI MATSUMOTO
harassed or threatened you? (sic)
A: Many
times but he did not told (sic) us personally but through his wife and his wife
told us that SHINICHI MATSUMOTO were going to kill us if we did not follow what
he wants but last night October 26, 1994 at about 7:15 in the evening, SHINICHI
MATSUMOTO personally harassed us bringing along with him a handgun and threatened
to kill both of us but fortunately we were able to escape. (Emphases
supplied)[24]
Petitioner
had the opportunity to refute the allegation of subleasing on various occasions:
(1) when it was raised in respondents’ Motion To Dismiss the Complaint, (2)
when he filed a Motion for Reconsideration to the Court of Appeals’ Decision
dismissing his appeal on this very ground, and (3) before this Court when this
became the lis mota of the case on
review. Despite the many windows of
opportunity, petitioner opted to be tight-lipped on this issue of sub-leasing. Petitioner’s silence on this issue lends
credibility to respondents’ claim that the present complaint was borne out of rancor
for respondents’ act of notifying him of the pre-termination of the lease
contract and in anticipation of the collection case for back rentals and
damages that respondents were preparing to commence pursuant to the contract
which provides that “in case the LESSEE violates the same (Contract of
Lease) the LESSOR have the option to
terminate the contract without prejudice
to his rights to collect whatever rentals due for the remaining years of the
contract plus damages.” As found by
the Court of Appeals, not once did petitioner deny the fact that he sub-leased
the premises. By his silence, he has admitted the truth of this matter and he
is now estopped from claiming otherwise.
Qui tace consentire videtur.
Silence means consent.
The Contract of Lease was called off
by respondents in virtue of Clauses No. 10 and No. 13 thereof to which the
parties voluntarily bound themselves. In
Manila Bay Club Corp. v. Court of Appeals,[25]
this Court interpreted as requiring mandatory compliance by the parties a
provision in a lease contract that failure or neglect to perform or comply with
any of the covenants, conditions, agreements or restrictions stipulated shall result in the automatic termination
and cancellation of the lease.
In accord with this ruling is People’s
Industrial and Commercial Corp. v. Court of Appeals[26] where the Court held that there is nothing wrong if the parties to a lease
contract agreed on certain mandatory provisions concerning their respective
rights and obligations, such as the procurement of insurance and the rescission
clause. Thus -
[I]t is well to
recall that contracts are respected as the law between the contracting parties,
and they may establish such stipulations, clauses, terms and conditions as they
may want to include. As long as such agreements are not contrary to law,
morals, good customs, public policy or public order they shall have the force
of law between them.
The foregoing legal truism finds
equal potency in the case at bar. No doubt, the pre-termination was properly
resorted to by respondents pursuant to Clause 10 of the Contract of Lease. Indeed, the law on obligations and
contracts does not prohibit parties from entering into agreement providing that
a violation of the terms of the contract would cause its cancellation even
without judicial intervention.[27] This is what petitioner and respondents
entered into, a lease contract with stipulation that the contract is rescinded
upon violation of its substantial provisions, which petitioner, does not deny having
violated.
As
weighed on the basis of the foregoing, the Court holds that the petition no
longer presents a live and justiciable controversy.
Petitioner
further contends that the unilateral termination by respondents of the Contract
of Lease has not wiped out the damages sustained by petitioner on the premise
that action for damages based on respondents’ act of defrauding him in entering
into the Contract of Lease can, nevertheless, prosper dealing as it does with fraud
committed prior to said termination such as respondents’ manner of including the
stipulation that petitioner has the first option to buy despite their knowledge
that as a foreigner he could not own properties in the Philippines.[28]
We find
no such sinister motive from the act of respondents of stipulating in the Contract
of Lease that the petitioner has the first option to buy the subject property. The Court is convinced as to the veracity of
respondents’ assertion that petitioner was well aware that he could not own a
property. This is precisely the reason why petitioner’s wife, Linda Villarasa
who is a Filipina, was made a party to the contract and has appended her
signature thereon so that it is she who can exercise the option to buy the
subject property in his behalf as clearly stipulated in Clause 16 of the Contract
of Lease which states:
16. That it is understood herein that mention
of the word LESSEE refers to the SUBSTITUTE LESSEE and his wife and in case of death of the SUBSTITUTE LESSEE, the wife is
subrogated to all his rights herein.[29] (Emphasis supplied)
The
Court takes judicial notice of the fact that Civil Case No. 2819-L for Redemption
filed by Linda Riesenbeck, wife of herein petitioner, was dismissed by the RTC,
Branch 54, and which dismissal was affirmed by the Court of Appeals and has
become final and executory per Comment[30] of respondents, which
finality the petitioner does not deny anywhere in his pleadings. Although the principal party in said case is
petitioner’s wife, it was clearly stated in the above-quoted Clause 16 of the
contract that: “the word LESSEE refers to the SUBSTITUTE LESSEE and his wife.” Quite telling is the fact that in Civil Case
No. 2819-L for Redemption of the property in question subject matter of the
contract, petitioner’s wife is the principal plaintiff where she sought to
enforce her right of first refusal over the property. Thus, the Court cannot
feign a blind eye to the fact that petitioner and his wife represent the same
interests over the disputed Contract of Lease.
In this light, petitioner cannot, on one hand, claim in the present case
that he was defrauded by respondents into thinking that he has the right of
first refusal over the property, and, on the other hand, seek to enforce the
same right in another action. In a word,
he cannot, without flouting the basic tenets of fair play, deny that such right
exists in one case while insisting on it in another. Never again should the practice of trifling
with judicial processes be countenanced.[31]
In brief,
independently from this civil
case for Annulment of Contract filed by petitioner Johannes Riesenbeck against
the respondents, petitioner had earlier filed a case for Declaratory Relief
which was, at that time, still pending in another branch of the Regional Trial
Court while his wife, in his behalf, filed a case for Redemption, where in both
cases petitioner, in his own behalf or vicariously through his wife, sought the
enforcement of the provisions of the Contract of Lease.
During the pendency of the suit for Declaratory
Relief and the other case for Redemption, does the filing of a third suit for Annulment
of Contract to prevent the enforcement of the contract violate the ban against
forum shopping?
The litmus test to
determine if forum-shopping exists is where the elements of litis pendentia are present or where a
final judgment in one case will amount to res
judicata in the other. Consequently, where a litigant (or one representing
the same interest or person) sues the same party against whom another action or
actions for the alleged violation of the same right and the enforcement of the
same relief is/are still pending, the defense of litis pendencia in one
case is a bar to the others; and, a final judgment in one would constitute res judicata and this would cause the
dismissal of the rest.[32] What is truly important to consider in
determining whether forum-shopping exists
or not is the vexation caused the courts and parties-litigant by a party who
asks different courts and/or administrative agencies to rule on the same or
related causes and/or to grant the same or substantially the same reliefs, in
the process creating the possibility of conflicting decisions being rendered by
the different fora upon the same issue.[33]
Applying the foregoing principles in
the present case as compared with the first two cases, it is obvious that there
exists identity of parties or interests represented, identity of rights or
causes, and identity of reliefs sought. In fact, there are common allegations in the complaints in
these three cases, particularly on the matters of taxes, the alleged fraud
committed in making petitioner believe that he could own properties in the
Philippines, as well as alleged ploys adopted by respondents which tainted the Contract
of Lease at its inception. We further note that the original complaint
in the court a quo which gave rise to
the instant petition was filed by the lessee to annul or bar the enforcement of the Contract of Lease. On the
other hand, the complaints in the two other cases seek to enforce the contract or at least to declare the rights of
petitioner or his wife, accruing from said covenant. The objective or the relief
being sought, though worded differently, is the same, namely, to enable the
petitioner to profit from the Contract of Lease, either from the enforcement
thereof or from its annulment. In other words, in the present case, petitioner
is seeking to accomplish what he and his wife failed to do in the other two
cases. Citing Danville Maritime, Inc. v. Commission on Audit,[34] this Court, in First Philippine International Bank v. Court of Appeals[35] ruled that the filing by
a party of two apparently different actions, but with the same objective,
constituted forum shopping.
In this case, a possible decision annulling
the contract and barring the parties from enforcing or implementing the said
contract will directly conflict with a decision recognizing the perfection and
directing the enforcement of the Contract of Lease. Indeed, a
final decision in the one would constitute res
judicata in the other.[36]
Altogether, as
both the lower court and the Court of Appeals have ruled, petitioner or his wife already sought to
recover damages in the suit for Declaratory Relief and Redemption based on
separate provisions of the same lease contract subject of the instant case and
his posture of claiming damages once more, this time via the present case under a varied denomination of action, but
anchored on the same Contract of Lease, is an utter disdain of the imperative forbidding
forum shopping.
By and
large, the Court must hold, as we now hold, that the present action cannot pass
muster on sheer dictates of law and fair play.
WHEREFORE, the instant petition is
hereby DENIED and the Decision[37]
dated
SO ORDERED.
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MINITA V.
CHICO-NAZARIO
Associate Justice |
WE CONCUR:
ARTEMIO
V. PANGANIBAN
Chief Justice
Chairperson, First Division
Associate Justice
Associate Justice
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ROMEO J.
CALLEJO, SR.
Associate Justice |
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Pursuant to Article VIII, Section 13 of the Constitution,
it is hereby certified that the conclusions in the above Decision were reached
in consultation before the case was assigned to the writer of the opinion of
the Court’s Division.
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ARTEMIO V. PANGANIBAN
Chief Justice Chairperson,
First Division |
[1] Rollo, pp. 43-48. Penned by Associate Justice Salvador J.
Valdez, Jr. with Associate Justices Mercedes Gozo-Dadole and Amelita G.
Tolentino concurring.
[2]
[3]
[4]
[5] Villarasa in other parts of the records.
[6] Rollo, p. 25.
[7]
[8] 11. FIRST PRIORITY OPTION TO BUY – In case the LESSOR decide to sell the property herein leased, they shall give the SUBSTITUTE LESSEE the first priority to equal the price offered by an interested buyer and should the LESSEE fail to exercise this option within 15 days from notice, the LESSOR shall have the right to sell the property herein leased to said buyer; x x x.
[9] G.R. No. L-69259,
[10] Rollo, pp. 17-21.
[11]
[12]
10.
SUB-LEASE - THE SUBSTITUTE LESSEE cannot sublease the leased premises to any
party without first securing the written prior consent of the LESSOR, otherwise
the sublease shall not be respected by the latter; x x x.
x
x x x
13.
VIOLATION AND DAMAGES – In case of violation of any terms and conditions contained
herein will be a ground for the offended party to terminate the contract even
before the end of its term and in case the LESSEE violates the same the LESSOR
have the option to terminate the contract without prejudice to his rights to
collect whatever rentals due for the remaining years of the contract plus
damages; x x x
[13] Rollo, pp. 40-41.
[14]
[15]
[16]
[17]
[18]
[19]
[20]
[21] 10. SUB-LEASE - THE
SUBSTITUTE LESSE cannot sublease the leased premises to any party without first
securing the written prior consent of the LESSOR, otherwise the sublease shall
not be respected by the latter; x x x
[22] 13. VIOLATION AND DAMAGES – In case of violation of
any terms and conditions contained herein will be a ground for the offended
party to terminate the contract even before the end of its term and in case the
LESSEE violates the same the LESSOR have the option to terminate the contract
without prejudice to his rights to collect whatever rentals due for the
remaining years of the contract plus damages; x x x
[23] Rollo, p. 67.
[24] CA rollo, p. 102.
[25] 315 Phil. 805, 826 (1995).
[26] 346 Phil. 189, 202 (1997), citing Manila Bay Club Corp. v. Court of Appeals, 315 Phil.
805, 826 (1995); See also Subic Bay Metropolitan Authority
(SBMA) v. Universal International Group of Taiwan (UIG), 394
Phil. 691 (2000); Heirs of Juan San
Andres v. Rodriguez, 388
Phil. 571, 586 (2000).
[27] Pangilinan v. Court of Appeals, 345 Phil. 93
(1997); Jison v. Court of Appeals, G.R. No. L-45349,
[28] Rollo, p. 83.
[29]
[30]
[31] Masinsin
v.
[32] First Philippine International Bank v. Court of Appeals, 322 Phil. 283 (1996).
[33]
[34] G.R. No. 85285, 28 July 1989, 175 SCRA 701. In this case, petitioner filed with the Supreme Court a petition for certiorari questioning a letter-directive of the Commission on Audit ordering the re-bidding of a vessel, the “T/T Andres Bonifacio,” being sold by the Philippine National Oil Company (PNOC). Simultaneously, a separate complaint for injunction and damages was filed by the same petitioner before the Makati RTC to enjoin PNOC from conducting such a re-bidding.
[35] Supra note 32.
[36] Supra note 32.
[37] Rollo,
pp. 43-48.
[38]