A deed of sale is absolute in nature although denominated a "conditional
sale" absent such stipulations. In such cases, ownership of the thing sold
passes to the vendee upon the constructive or actual delivery thereof. (Sps.
Babasa v. CA, et al. G.R. No. 124045, May 21, 1993) According to the Supreme
Court:
Although denominated "Conditional Sale of Registered Lands," we hold, as did
respondent court, that the 11 April 1981 between petitioners and respondent
TABANGAO is one of absolute sale. Aside from the terms and stipulations used
therein indicating such kind of sale, there is absolutely no proviso
reserving title in the BABASAS until full payment of the purchase price, nor
any stipulation giving them the right to unilaterally rescind the contract
in case of non-payment. A deed of sale is absolute in nature although
denominated a "conditional sale" absent such stipulations. In such cases,
ownership of the thing sold passes to the vendee upon the constructive or
actual delivery thereof.
In the instant case, ownership over Lots Nos. 17827-A, 17827-B and 17827-C
passed to TABANGAO both by constructive and actual delivery. Constructive
delivery was accomplished upon the execution of the contract of 11 April
1981 without any reservation of title on the part of the BABASAS while
actual delivery was made when TABANGAO took unconditional possession of the
lots and leased them to its associate company SHELL which constructed its
multi-million peso LPG Project thereon. (Art. 1477, New Civil Code;
Manuel R. Dulay Enterprises, Inc. v. Court of Appeals, G.R. No. 91889, 27
August 1993; G.R. No. 107207, 23 November 1995)
