Tan vs.

Gullas
393 SCRA 334
2002

Facts:

Respondents, were the registered owners of a parcel of land, they executed a

special power of attorney authorizing petitioners Tan, a licensed real estate
broker, and his associates Tecson and Saldaña, to negotiate for the sale of the
land, at a commission of 3% of the gross price. Tan contacted the Sisters of Mary
of Banneaux, Inc. (hereafter, Sisters of Mary), areligious organization interested
in acquiring a property. The Sisters, who had already seen andinspected the land,
found the same suitable for their purpose and expressed their desire to buy it.

However, they requested that the selling price be reduced. Respondents agreed
to sell the property to the Sisters of Mary. Petitioners went to see respondents
who refused to pay the broker’s fee and alleged that another group of agents was
responsible for the sale of land to the Sisters of Mary. Petitioners filed a
complaint against the defendants for recovery of their broker’s
fee. They alleged that they were the efficient procuring cause in bringing about
the sale of the, but that their efforts in consummating the sale were frustrated by
the respondents who, in evident
bad faith, malice and in order to evade payment of broker’s fee, dealt directly
with the buyer
whom petitioners introduced to them.

Issues:
(1) Whether or not the petitioners are entitled to the brokerage commission.(2)
An agent distinguished from a broker.
Rulings:
(1) The records show that petitioner Tan is a licensed real estate broker,
andother petitioners his associates. "Broker" as "one who is engaged, for
others, on a commission,negotiating contracts relative to property with
the custody of which he has no concern; thenegotiator between other
parties, never acting in his own name but in the name of those
whoemployed him. x x x a broker is one whose occupation is to bring the
parties together, in mattersof trade, commerce or navigation." The
petitioners were responsible for the introduction of therepresentatives of
the Sisters of Mary to respondent.

(2) There was no dispute as to the role that petitioners played in the
transaction. "Anagent receives a commission upon the successful
conclusion of a sale. On the other hand, a broker earns his pay merely by
bringing the buyer and the seller together, even if no sale iseventually
made." Clearly, therefore, petitioners, as brokers, should be entitled to
thecommission whether or not the sale of the property subject matter of
the contract was concludedthrough their efforts.
Inland realty vs ca
Facts:
Petitoner Inland Realty is a corporation in the real estate business and
brokerages. Gregorio Araneta (respondent) through its Assistant general
manager J. Armando Eduque, granted Inland Realty authority to sell the total
holdings of Gregorio
Araneta Inc. in Architect’s Bldg. Inc. at a first come first serve basis. At the time,
the property was valued at 98%/9,800
shares of stock at P1,500 per share for 30 days. Stanford Microsystems
couterproposed to Inland Realty to buy the property at 9,800 shares at P1,000
per share. Total of P9.8M
–
P4.9M payable in 5 years at 12% per annum interest until fully paid. Araneta Inc.
wrote to Inland Realty that the price offered by Stanford was too low.
Inland’s authroity to sell was extended 3 times, 30 days each –
last extension was up to December 2, 1975. On July 8, 1977, Inland finally sold
the shares to Stanford at P13.5M. Inland sent a demand letter to Araneta Inc. for
the payment of
their 5% broker’s commission –
declined by the respondent because respondent claimed that the authority to
sell had long expired. Petitioners were no longer privy to the consummation of
the sale. B
oth RTC and CA dismissed Inland’s petition because the authority to sell expired
on January 1, 1976 (30 days from Dec.
2, 1975). Inland contends that as a broker it was already entitled to the
commission by merely introducing the seller to the prospective buyer who
ultimately purchased the shares.

ISSUE:
W/N Inland can claim the 5% broker’s commission

Held:

No.

Inland Realty is not the efficient procuring cause of the sale. While they had
authority, Inland never exhibited any substantial acts th
at proximately, and causatively led to the sale. Inland merely submitted
Stanford’s name as prospective
buyer. By selling the property after the authority to sell had expired, it shows
that Inland was non-participative in the
crucial “events” that contribu
ted to the consummation of the sale. They did not participate in the negotiations,
drafting of the deed of sale, document processing, finalization of terms and
conditions etc.

Petition is denied.