Professional Documents
Culture Documents
The obligation to transfer ownership and to deliver is really Equivalent to actual delivery.
implied in every contract of sale.
Constructive delivery is a general term comprehending all
Transfer is not essential to perfection of contract those acts which, although not conferring physical
possession of the thing, have been held by construction of
The transfer of ownership and the delivery of the thing sold law equivalent to acts of real delivery.
are not essential to the perfection of the contract.
It may be effected by:
But if the seller does not deliver at the time stipulated, the
buyer may ask for the rescission of the contract, or o By the execution of a public instrument.
fulfillment with the right to damages in either case. (NCC 1498, Par. 1)
Right of buyers o By symbolical tradition or traditio symbolica
(NCC 1498, Par. 2)
In a sale of registered land, the vendee has a right to
receive and the vendor the corresponding obligation to o By traditio longa manu (NCC 1499)
transfer to him, not only the possession and employment
of the land but also the certificate of title. o By traditio brevi manu (NCC 1499)
The purchaser is entitled to recover the money paid by him o By traditio constitutum possessorium (NCC 1500)
where the contract is set aside by reason of the mutual
material mistake of the parties as to the identity or quantity o By quasi-delivery or quasi-traditio (NCC 1501)
of the land sold.
Execution of a public document is also considered a form
of symbolic delivery.
The thing sold shall be understood as delivered, when it is placed When the sale is made through a public instrument, the execution
in the control and possession of the vendee. thereof shall be equivalent to the delivery of the thing which is the
object of the contract, if from the deed the contrary does not
Concept of tradition or delivery appear or cannot clearly be inferred.
Manresa: Tradition is a derivative mode of acquiring ownership by With regard to movable property, its delivery may also be made
virtue of which one who has the right and intention to alienate a by the delivery of the keys of the place or depository where it is
corporeal thing, transmits it by virtue of a just title to one who stored or kept.
accepts the same.
Execution of a public instrument or document
Importance of tradition
Public instrument is an instrument or document attested and
Transfer of ownership: NCC 1496 – emphasizes the necessity of certified by a public officer authorized to administer oath, such as
tradition for the transfer of the ownership of the thing sold. The a notary public. Public instrument, as a manner of delivery applies
doctrine of transfer of property is not perfected by mere consent. to both movable and immovable property.
o The ownership over a thing is not transferred by contract, but Possession is transferred by virtue of the notarized deed of
by deliver, actual or constructive. The critical factor in all the conveyance since the execution of the deed is deemed equivalent
different modes of effective delivery which gives legal effect to delivery. Prior physical delivery or possession is not required.
to the act is the actual intention of the creditor to deliver, and
its acceptance by the vendee. Delivery is presumptive only
o Title of ownership and method of acquiring ownership are The mere execution of the deed of sale is equivalent to the
different: contracts only constitute titles or rights to the delivery “if from the deed the contrary does not appear or cannot
transfer or acquisition of ownership while delivery or tradition clearly be inferred”
is the method of accomplishing it.
Thus, there is only a presumptive, not conclusive, delivery which
o No delivery transferring ownership when the vendee steals can be rebutted by evidence to the contrary. Presumption is
the property. destroyed when delivery is not effected because of a legal
impediment.
It is during delivery that the law requires the seller to have the
right to transfer ownership of the thing sold. Thus, if it appears from the document or it can be inferred that it
was not the intention of the parties to make the delivery; no
When buyer has not become the owner for lack of delivery, the tradition can be deemed to have taken place.
proper action is to ask specific performance or rescission, not
accion reinvindicatoria. Examples:
Liability in case of loss o Where a certain date is fixed when the purchaser should
take possession of the thing; or
When it is in the possession of the vendee or his agent, delivery is o Where the vendor reserves the right to use and enjoy the
complete and subsequent loss is without the fault of the vendor. property until a certain period; or
o Where it is stipulated that until payment of the last
Right of vendor to claim payment installment is made, the title to the property should not be
deemed to have been transmitted; or
Delivery produces transfer of ownership without prejudice to the o Where the vendor has no control over the thing sold at the
right of the vendor to claim payment of the price. moment of the sale, and, therefore, its material delivery
could not have been made.
Consummation of contract
Presumptive delivery by execution of public instrument can also
Delivery + payment = consummation of contract be negated by failure of vendee to take material possession of the
land in the concept of a purchaser-owner.
Perfection of the contract = meeting of the minds
Symbolic delivery by execution of a public document is equivalent
Actual delivery of the thing sold to actual delivery only where the thing is subject to the control of
the vendor and there is no impediment that may prevent the
There is actual delivery when the thing sold is placed in the passing of the property from the hands of the vendor into those of
control and possession of the vendee or his agent. (NCC 1497) the vendee.
o Involves physical delivery of the thing and usually done by o Thus, when a vendee is prevented from enjoying material
passing of a movable thing from hand to hand. possession because of the opposition or resistance of a third
person who is in actual possession it is not considered as
However, actual or manual delivery of an article is not always delivered.
essential to the passing of the tile. The parties to the contract may
agree when and on what conditions the ownership will pass to the o The thing sold must be placed in his control in order that it
buyer. can be said that delivery has been effected. In other words,
the seller cannot deliver constructively if he cannot deliver
o The parties may stipulate that ownership in the thing sold actually even if he wants to.
shall pass to the vendee only after he has fully paid the
price. (NCC 1478) PD 1529, Sec. 51 (Property Registration Decree) – no deed
purporting to convey or affect registered land shall take effect as a
conveyance or bind the land until its registration. Only registration
can transfer ownership.
The delivery of movable property may likewise be made by With respect to incorporeal property, the provisions of the
the mere consent or agreement of the contracting parties, first paragraph of article 1498 shall govern. In any other
if the thing sold cannot be transferred to the possession of case wherein said provisions are not applicable, the
the vendee at the time of the sale, or if the latter already placing of the titles of ownership in the possession of the
had it in his possession for any other reason. vendee or the use by the vendee of his rights, with the
vendor’s consent, shall be understood as delivery.
The first part of NCC 1499 is tradition longa manu.
Quasi-traditio
o Delivery takes place by mere consent or
agreement of the contracting parties as when the Tradition can only be made to corporeal things, so in case
vendor merely points to the thing sold which shall of incorporeal things, delivery is effected:
thereafter by at the control and disposal of the
vendee. 1. By execution of a public instrument
o NOTE: Delivery “by the mere consent or 2. When the first mode of delivery is not applicable, by
agreement of the contracting parties” is qualified placing the titles of ownership in the possession of the
by the phrase “if the thing sold cannot be vendee
transferred to the possession of the vendee at the
time of the sale.” 3. By allowing the vendee to use his rights as new owner
with the consent of the vendor
The second part of NCC 1499 is tradition brevi manu.
Quasi-traditio is the delivery to a person of a negotiable
o Legal delivery happens when the vendee has document in which it is stated that the goods referred
already the possession of the thing sold by virtue therein will be delivered to the bearer. This amounts to
of another title as when the lessor sells the thing delivery of the goods to such person.
leased to the lessee.
Intention to delivery and to accept transfer of possession
o Instead of turning over the thing to the vendor so
that the latter may, in turn, deliver it, all these are In all forms of delivery, it is necessary that the act be
considered done by action of law. coupled with the intention of delivering the thing.