SECOND DIVISION assigns, all its rights, title, interests and participation "on that parcel of land,

and subsequent improvements thereon" located at the specific subject units

G.R. No. 229339, July 29, 2019 of GA Tower 1.
On the other hand, the SPAs granted Union Bank the authority to do the
following acts, among others, to wit: (1) to deliver and/or send a Notice of
GLOBE ASIATIQUE REALTY HOLDINGS CORPORATION, PETITIONER, v.
Cancellation to the Installment Purchaser and cancel the defaulted Contract
UNION BANK OF THE PHILIPPINES, RESPONDENT.
to Sell; (2) to execute, sign, and deliver in favor of the buyer, or the buyer's
rightful assignee, or in favor of Union Bank or its beneficiary or assignee, the
DECISION necessary Deed of Absolute Sale to cede, convey, and transfer, absolutely and
irrevocably, the title to, and rights and interests in, to the subject parcel of
REYES, J. JR., J.: land, including any and all improvements thereon; and (3) to restructure
and/or convert to Real Estate Mortgage the assigned Contract to Sell in their
This is a Petition for Review on Certiorari under Rule 45 which seeks to behalf.
reverse and set aside the Decision1 dated July 13, 2016, and the
Resolution2 dated January 5, 2017, of the Court of Appeals (CA) in CA-G.R. SP On November 17, 2011, Globe Asiatique sent Union Bank a letter requesting
No. 141501, which affirmed the Order3 dated September 2, 2014, and the the reformation of the DAs and the SPAs alleging that some of their
Order4 dated April 30, 2015, of the Regional Trial Court (RTC) of Pasig City, provisions do not conform to their real agreement. However, Globe
Branch 265, in Civil Case No. 73588-PSG, which in turn denied herein Asiatique's request remained unheeded. Thus, on September 27, 2012, Globe
petitioner Globe Asiatique Realty Holdings Corporation's (Globe Asiatique) Asiatique filed a Complaint9 for reformation of the DAs and SPAs. Globe
Motion for Summary Judgment5 dated May 30, 2014. Asiatique claimed that the parties only intended the sale or assignment of
rights, title, and interests over the receivables, and not the parcels of land
The Facts themselves. It asserted that the DAs are the result of a mutual mistake. Hence,
it prayed that the DAs and SPAs be reformed for failing to express the parties'
real intent and agreement. Globe Asiatique also prayed that Union Bank be
On May 19, 2006, Globe Asiatique and herein respondent Union Bank of the ordered to pay P300,000.00 as and by way of attorney's fees, and expenses of
Philippines (Union Bank) entered into a Memorandum of Agreement 6 (MOA) litigation.
whereby the latter agreed to purchase, from time to time, installment
accounts receivables arising from the former's sale of units in its real estate In its Answer10 dated November 16, 2012, Union Bank admitted that it indeed
projects and as evidenced by the Contracts to Sell executed by the former and entered into a MOA wherein it agreed to purchase Globe Asiatique's accounts
its homebuyers. receivables; that the MOA shall be implemented through Globe Asiatique's
assignment, in favor of Union Bank, of its rights, title, and interests over the
From October 30, 2006 to May 30, 2007,7 Globe Asiatique, through its receivables under a particular contract to sell; that one of the provisions of
President Delfin S. Lee and/or Vice-President Dexter L. Lee, executed 10 the MOA is the execution by Globe Asiatique of an SPA in favor of Union Bank;
Deeds of Assignments8 (DAs) and 11 copies of Special Powers of Attorney that upon the execution of the MOA, Globe Asiatique submits the
(SPAs) in favor of Union Bank covering 10 condominium units located at GA requirements for the purchase of the receivables to Union Bank; and that
Tower 1, Condominium Project situated along EDSA, Mandaluyong City. A after the execution of the MOA, the parties commenced with the selling and
common provision of the DAs provides that Globe Asiatique absolutely purchasing of the receivables.
transferred, assigned, and conveyed to Union Bank, its successors and
However, Union Bank denied that the subject DAs failed to express the true The Ruling of the CA
intent or agreement between the parties or that they were the result of
mutual mistake. It also denied that the parties only intended the sale or In its assailed July 13, 2016 Decision, the CA dismissed Globe Asiatique's
assignment of rights, titles and interests over the receivables. As an petition, and consequently affirmed the RTC's September 2, 2014 and April
affirmative defense, Union Bank alleged that when the parties executed the 30, 2015 Orders. The appellate court concurred with the trial court's
subject MOA, they also signed, as annexes, forms for the DAs, SPAs, and the observation that a genuine issue exists in this case. It pointed out that Union
Notice of Assignment and Instruction to Pay (NAIP) Union Bank which Bank's Answer contained specific denials and affirmative defenses, making
constitute as supplementary agreements to the MOA. It further averred that the facts disputed. Thus, the trial court did not commit grave abuse of
when the parties, through their respective representatives, signed the MOA discretion when it denied Globe Asiatique's motion for summary judgment.
and the forms, they knew and were fully aware of the contents of the forms
attached to the MOA. Moreover, Union Bank claimed that it is the NAIP, not Globe Asiatique moved for reconsideration, but the same was denied by the
the DAs, which served as the document for the assignment or purchase of the CA in its Resolution dated January 5, 2017.
receivables; and that the DAs are actually intended to constitute as security,
and collateral for the credit facility which it extended in favor of Globe Hence, this petition.
Asiatique.

Union Bank prayed for the dismissal of the complaint. It also prayed that The Issue
Globe Asiatique be ordered to pay the cost of suit and at least P50,000.00 as
attorney's fees.
WHETHER THE APPELLATE COURT ERRED WHEN IT RULED THAT THE
On June 4, 2014, after the termination of the pre-trial of the case, Globe TRIAL COURT DID NOT COMMIT GRAVE ABUSE OF DISCRETION WHEN IT
Asiatique filed a Motion for Summary Judgment.11  On June 20, 2014, Union DENIED HEREIN PETITIONER'S MOTION FOR SUMMARY JUDGMENT.
Bank filed its Opposition.12

The Ruling of the RTC

The Court's Ruling
In  its Order dated September 2, 2014,  the RTC  denied Globe Asiatique's
Motion for Summary Judgment. In denying the motion, the trial court
ratiocinated that Globe Asiatique failed to show that there was indeed no A petition for review filed under Rule 45 of the Rules of Court which seeks
genuine issue to be tried. On the contrary, the trial court observed that a the review of a decision decided by the CA under Rule 65 of the same code,
reading of the pleadings submitted by the parties would show that a trial is must be resolved in the same context that the petition for certiorari it ruled
necessary to ascertain which of the conflicting allegations of the parties is upon was presented to it.14  In other words, the issue to be resolved is
true. Globe Asiatique moved for reconsideration, but the same was denied by whether the CA correctly determined the presence or absence of grave abuse
the RTC in its Order dated April 30, 2015. of discretion on the part of the trial court.15 As applied in this case, the Court
will examine if the CA properly ruled that the RTC's denial of Globe
On July 31, 2015, Globe Asiatique filed a Petition for Certiorari13 before the Asiatique's Motion for Summary Judgment was not attended by grave abuse
CA. of discretion.
An act of a court or tribunal can only be considered as committed with grave whimsical in the RTC's September 2, 2014 and April 30, 2015 Orders which
abuse of discretion when such act is done in a capricious or whimsical determined that summary judgment was nqt proper under the circumstances
exercise of judgment as is equivalent to lack of jurisdiction. 16 The abuse of of the case.
discretion must be patent and gross as to amount to an evasion of positive
duty or a virtual refusal to perform a duty enjoined by law, or to act at all in In denying the subject Motion for Summary Judgment, the RTC found that the
contemplation of law as where the power is exercised in an arbitrary and pleadings submitted by the parties clearly show conflicting allegations
despotic manner by reason of passion and hostility. 17 Accordingly, the between them making the facts disputed. Consequently, it ruled that Globe
petitioner in a Rule 65 petition must show that the act complained of Asiatique failed to discharge its burden of showing that there was no genuine
transcends mere judgmental error. This is important because the concept of issue to be tried.
grave abuse of discretion properly pertains to a jurisdictional aberration. 18
These ruling and findings by the trial court could not be considered as tainted
Globe Asiatique insists that it is entitled to a summary judgment as a matter by grave abuse of discretion as they are sufficiently and properly supported
of law. It asserts that Union Bank, in its Answer and during the Pre-Trial by legal and factual bases.
Conference, admitted all the material allegations in the complaint for
reformation. It avers that aside from the amount of damages it seeks, there is In this case, Globe Asiatique alleges that the subject instruments must be
no genuine issue as to any material fact. Thus, it essentially argues that the reformed because mutual mistake by the parties prevented the meeting of
CA erred when it ruled that the RTC Orders, which denied its Motion for their minds. Verily, Globe Asiatique seeks reformation under Article 1361 of
Summary Judgment, are not attended by grave abuse of discretion. the Civil Code which provides that an instrument may be reformed when
mutual mistake of the parties caused the failure of the instrument to disclose
The Court is not persuaded. their real agreement.

A summary judgment is permitted only if there is no genuine issue as to any However, Union Bank's Answer poses material allegations which clearly
material fact and a moving party is entitled to a judgment as a matter of dispute those alleged by Globe Asiatique in its Complaint, particularly with
law.19 In relation to this, a "genuine issue" means an issue of fact which calls regard to the allegation of mutual mistake. While Union Bank admits the
for the presentation of evidence, as distinguished from an issue which is execution of the MOA for the purchase of Globe Asiatique's receivables, and
fictitious or contrived, an issue that does not constitute a genuine issue for that the MOA shall be implemented by the execution of deeds of assignments,
trial.20 "The court can determine this on the basis of the pleadings, it nevertheless explicitly denies that mutual mistake attended the execution
admissions, documents, affidavits, and/or counter-affidavits submitted by the of the subject DAs and SPAs, and that the parties only intend the sale or
parties to the court. Where the facts pleaded by the parties are disputed or assignment of rights, titles and interests over the receivables. Union Bank
contested, proceedings for a summary judgment cannot take the place of a counters that if there is mistake, it is only on the part of Globe Asiatique, but
trial."21 definitely not mutual. It further avers that the subject DAs are executed by
Globe Asiatique to secure a credit facility. From the foregoing, it is clear that a
For summary judgment to proceed in lieu of a full-blown trial, the party who factual dispute arises from the parties' opposing versions of facts, which
moves for summary judgment has the burden of demonstrating clearly the dispute may only be resolved with the parties presenting their respective
absence of genuine issues of fact, or that the issue posed is patently evidence in a full blown trial. Whether there is mutual mistake and whether
insubstantial as to constitute a genuine issue. 22 the subject DAs are actually intended as security, are genuine issues which
could not be decided summarily.
In this case, the Court concurs with the CA that there is nothing capricious or
Furthermore, it has been held that a trial should be conducted and the trial herein petitioner wants to happen, it is not this Court's duty to ascertain such
court should receive the respective evidence of the parties when the facts at the first instance. With the tender of genuine issues before it, the RTC
complaint raises, among others, the issue that the contract does not express acted properly, and within its sound discretion, in denying Globe Asiatique's
the true intention or agreement of the parties.23 The alleged failure to express motion for summary judgment.24
the true intention between the parties in the DAs and SPAs is the very reason
for Globe Asiatique's complaint for reformation.

Due to the parties' conflicting factual positions, and considering that Globe WHEREFORE, the Petition for Review on Certiorari is DENIED for lack of
Asiatique's main allegation is the alleged failure of the DAs and SPAs to merit. The Decision dated July 13, 2016 and the Resolution dated January 5,
express the true agreement with Union Bank, it is clear that the trial court 2017 of the Court of Appeals in CA-G.R. SP No. 141501 are AFFIRMED.
properly denied the move for a summary judgment. Indubitably, no grave
abuse of discretion could be attributed to the trial court in requiring a trial to SO ORDERED.
determine whether the prayed reformation of the subject instruments may
be granted, and to ascertain the true intention of the parties. As aptly Carpio, (Chairperson), Perlas-Bernabe, Caguioa, and Lazaro-Javier, JJ. Concur.
observed by the appellate court:

In other words, whether there was mutual mistake on the part of Globe
Asiatique and Union Bank is an issue that calls for the presentation of
evidence. Since the facts are in dispute, the RTC is not allowed to decide the
case summarily. The contrasting allegations engender a cloud of doubt as to
the certainty of the facts as alleged. In such a case, such doubt should be
resolved against the grant of a motion for summary judgment. Thus, it has
been held that lower courts, when faced with a motion for summary
judgment, should resolve doubts in favor of the party against whom it is
directed, giving such party the benefit of all favorable inferences.

With the parties' conflicting postures on, among others, the issues of mistake,
fault, and Union Bank's liability and Globe Asiatique's corollary right for
damages arising from the alleged wrongful execution of special powers of
attorney, deeds of absolute sale and consequent transfer of titles over the real
properties covered by the deeds of assignment, the only way to ascertain
whose position jibes with facts on the ground is obviously through the
presentation of evidence by the parties in a full blown trial on the merits. This
is as it should be for any doubt as to the propriety of the rendition of a
summary judgment must be resolved against it. A cursory reading of the
pleadings submitted by the parties would show that a trial is necessary to
ascertain which of the conflicting allegations are true. And contrary to what