Void vs Voidable vs Unenforceable Contracts

Article 1390 lists two causes:

The causes are in the first paragraph: one party is incapable of giving consent, or consent was vitiated by mistake, violence, intimidation, undue influence or fraud. A voidable contract works like any contract until it is annulled. An action to annul it must be brought within four years under Article 1391, and the contract can also be ratified.

When the contract is annulled because a party was incapable, Article 1399 protects that party: he or she must return only what still benefits him or her from the thing or price received.

Article 1403 covers contracts that exist but cannot be sued on unless ratified:

1. contracts made in another person's name by someone with no authority, or beyond his or her powers;
2. contracts that do not follow the Statute of Frauds, such as an agreement to sell land or to lease it for more than one year, unless there is a note or memorandum in writing signed by the party charged; and
3. contracts where both parties cannot give consent.

The Statute of Frauds is a rule of proof: Article 1403 says evidence of the agreement cannot be received without the writing or secondary evidence of its contents. Article 1405 says these contracts are ratified when the other party does not object to oral evidence about them, or accepts benefits under them. See Does a deed of sale need notarization?

Article 1409 says these contracts are "inexistent and void from the beginning". It lists seven kinds, including contracts whose cause, object or purpose is contrary to law, morals, good customs, public order or public policy; absolutely simulated or fictitious contracts; and contracts expressly prohibited or declared void by law. Its last paragraph is strict:

And Article 1410 adds that there is no deadline:

Some special rules make a contract void even when it looks like an authority problem. Article 1874 says that when land is sold through an agent, the agent's authority must be in writing, "otherwise, the sale shall be void". In Spouses Alcantara v. Nido (2010), the buyers argued that such a sale was only voidable and could be ratified; the Supreme Court upheld the ruling that it was void. See When is a special power of attorney needed? and Article 1878.

It depends on who signed. Under Article 1327, unemancipated minors cannot give consent. If only one party is a minor, the contract is voidable under Article 1390. If both are minors, it is unenforceable under Article 1403(3). Since Republic Act No. 6809, majority starts at 18. For a minor's contract, the four-year period to annul runs "from the time the guardianship ceases" (Article 1391). See Can a minor sign a contract?

These are made-up examples to show how the rules work. They are not advice for any real case.

Paolo, 16, buys a motorcycle on installment and signs alone. One party is a minor, so the contract is voidable. It binds both sides unless it is annulled. If it is annulled, Paolo returns only what still benefits him.

Tina agrees orally to sell her lot to Ramon, and nothing is put in writing. The agreement falls under the Statute of Frauds, so it is unenforceable by action unless there is a signed note or memorandum, or it is ratified as Article 1405 describes.

Arnel, an OFW, lets his sister sell his lot in Batangas without giving her any written authority. Under Article 1874, the sale is void, not merely voidable.

Talk to a lawyer if you want to annul a contract, if someone says your contract is void, or if a sale of land was made without proper papers. The four-year deadline for voidable contracts can run out, and whether a contract falls in one group or another depends on the facts and documents. If you cannot afford a lawyer, see Free legal help in the Philippines for the Public Attorney's Office (PAO) and other options.