Spousal Consent in Property Sales: Why a Sale Without Written Consent Is Void

In the Philippines, one spouse cannot unilaterally sell conjugal property. Under Article 124 of the Family Code, the written consent of both spouses is a hard requirement — and without it, the sale is void from the start. The Supreme Court has reaffirmed this principle in a 2017 ruling involving a sale made without the husband's written consent. For anyone buying or selling property acquired during marriage, understanding this rule can prevent costly disputes.

The Case: A Sale Without Consent

The dispute involved a parcel of land co-owned by Spouses Jorge and Jacinta Leonardo. Jacinta signed a Kasunduan (agreement) to sell the property to Dolores Alejo — but Jorge never gave his written consent. Alejo made partial payments and took possession of the land. Later, the Leonards sold the same property to Spouses Ernesto Cortez and Priscilla San Pedro. Alejo sued to annul the second sale and enforce her rights under the Kasunduan.

The Regional Trial Court initially ruled for Alejo, finding that Jorge had acquiesced through his actions. The Court of Appeals reversed, declaring the Kasunduan void for lack of Jorge's written consent. The Supreme Court affirmed the appellate court's ruling.

Article 124: The Written Consent Requirement

The Family Code is explicit. Article 124 provides that the administration and enjoyment of conjugal partnership property belongs to both spouses jointly. If one spouse is incapacitated or unable to participate, the other may assume sole administration — but this power does not include disposition or encumbrance without court authority or the other spouse's written consent. In the absence of such authority or consent, the disposition or encumbrance is void.

The provision adds an important nuance: a disposition made without the required consent may be treated as a continuing offer on the part of the consenting spouse and the third person. It can ripen into a binding contract if the other spouse accepts it — or the court authorizes it — before the offer is withdrawn.

Why a Counter-Offer Is Not Acceptance

The Supreme Court rejected the argument that Jorge's conduct amounted to acceptance. Jorge later wrote to Alejo demanding compliance — but his letters changed the original terms, altering the payment deadline and increasing the price. The Court held that this was a counter-offer, not an acceptance. A simple acceptance would have mirrored the original terms of the Kasunduan. By introducing new conditions, Jorge effectively rejected the initial offer and presented a new one.

As the Court explained, where the other spouse's putative consent appears in a separate document that does not contain the same terms and conditions as the first document signed by the other spouse, a valid transaction could not have arisen.

A Void Contract Cannot Be Ratified

The Court also dismissed the argument that Jorge's actions ratified the Kasunduan. A void contract cannot be ratified. The written consent requirement is not a mere formality; it is a fundamental condition for the validity of any sale of conjugal property. This principle protects both spouses from unilateral decisions that could undermine the marital partnership.

Protections for a Buyer in Good Faith

While the Kasunduan was void, the Court recognized that Alejo acted in good faith. She entered the property and introduced improvements based on the belief — encouraged by the Leonards — that the sale was legitimate. Under Article 526 of the Civil Code, a possessor in good faith is one who is unaware of any defect in their title or mode of acquisition.

As a possessor in good faith, Alejo was entitled to:

• Reimbursement of the PhP300,000 she had paid, with legal interest.
• Compensation for improvements, at the option of the Leonards: either the cost of the improvements or the increase in the property's value resulting from them.
• Right of retention — the right to keep possession of the land until she received the indemnity.

Practical Takeaways

• Always secure written consent. Before buying or selling conjugal property, verify that both spouses have signed the deed or contract. Verbal approval or implied acquiescence is not enough.
• A void sale cannot be cured later. Even if the non-consenting spouse later acts in a way that suggests approval, a void contract cannot be ratified.
• Watch for counter-offers. If the non-consenting spouse responds with different terms, that is a rejection and a new offer — not acceptance.
• Buyers in good faith have remedies. A buyer who acted in good faith may recover payments and improvements, and may retain possession until compensated.
• Check the property's nature. Determine whether the property is conjugal, community, or exclusive. The rules differ, and the stakes are high.

This article is general information and not legal advice. For your specific situation, consult a lawyer or ask ASG Legal AI.