Tenant’s Rights After Sale of Property
(Philippine Law, 2025)

— A practical‑academic guide for residential, commercial, and agricultural lessees —

Abstract

When the premises you rent change hands, the law does not leave you homeless or helpless. Whether you are an apartment dweller in Quezon City, a sari‑sari store operator, or a rice farmer in Nueva Ecija, the Civil Code, special statutes, and abundant jurisprudence spell out what happens to your lease—and to you—as soon as the deed of sale (or foreclosure, donation, consolidation, etc.) is registered. This article gathers, in one place, everything a tenant needs to know in the Philippines as of 18 April 2025.

I. Core Statutory Framework

Provision	Key rule
Civil Code of the Philippines (Arts. 1654‑1688; 1628‑1635)	“Sale does not extinguish lease.” The buyer stands in the shoes of the lessor (principle of relativity of contracts plus Art. 1628).
Property Registration Decree (PD 1529)	A lease > 12 months must be annotated on the title to bind third persons; if unregistered, the buyer may opt to respect or terminate it (subject to Rent Control Act & good faith).
Rent Control Act (RA 9653 as amended by RA 11571, effective until 31 Dec 2027)	Security of tenure for residential tenants paying ≤ ₱15,000/month in NCR (≤ ₱8,000 elsewhere): no ejectment solely on ground of sale or mortgage.
Rules on Summary Ejectment (Rule 70, Rules of Court)	Only the new owner may sue for ejectment, and only after prior written demand.
Urban Development & Housing Act (UDHA, RA 7279)	60–90‑day notice plus relocation for “qualified informal settlers” on privately sold urban land.
Comprehensive Agrarian Reform Law (RA 6657) & Agricultural Land Reform Code (RA 3844)	Agricultural tenants become leaseholders; sale of the land cannot disturb security of tenure without Department of Agrarian Reform (DAR) clearance.
Condominium Act (RA 4726)	Conversion to condominium does not dissolve existing leases; tenants retain possession until the lease expires, unless they voluntarily sign a waiver.

II. Continuity of the Lease

Automatic subrogation of the buyer (Art. 1628, Civil Code).
- The lease continues under exactly the same terms—period, rent, deposits, option clauses—unless the contract or law says otherwise.
- No new contract need be signed; the buyer’s title is ipso jure burdened by the lease.
Registered vs. unregistered leases.
- > 1 year & annotated on TCT/OCT → binds the buyer, even in good faith.
- > 1 year but not annotated → buyer in good faith may terminate but must (a) honor a reasonable period for the tenant to vacate, and (b) reimburse advance rent and deposit.
- ≤ 1 year → automatically binds buyer whether registered or not (short‑term leases are deemed acts of management, not ownership).
Foreclosure or dacion en pago. Supreme Court cases (e.g., Consolidated Rural Bank v. CA, G.R. No. 137338, Aug 25 1999) treat the winning bidder like any other buyer: the lease survives, subject to the same registration rules.

III. Specific Rights of the Tenant After the Sale

Right	Source	Practical effect
Security of Tenure	Civil Code; RA 9653	Cannot be ejected solely because the landlord changed.
To Pay Rent to the New Owner Only Upon Notice	Art. 1629	Until formally notified (written or oral), rent paid in good faith to the former owner is valid.
Return of Deposit & Advances	Art. 1654 (3)	New owner inherits the obligation to refund or apply deposits.
Repairs & Habitability	Arts. 1654 (1)‑(2)	Buyer must honor the seller‑lessor’s duty to keep the premises “fit and livable.”
Right of First Refusal / Right to Buy	Only if: (a) expressly written in the lease, or (b) covered by PD 1517 (Urban Land Reform Zones)	Tenant may match a third‑party offer; seller must give formal offer notice.
Improvements Made by Tenant	Arts. 1678‑1679	Buyer must reimburse useful improvements if (a) lease ends, (b) buyer chooses to eject, and (c) tenant opts to vacate.
Freedom from Unreasonable Rent Increases	RA 9653	Caps annual increase to 5 % for covered units, regardless of new ownership.

IV. Rectifying Illegal Eviction Attempts

Demand letter first.
The new owner must serve a written 30‑day demand to vacate and to pay any alleged arrears before going to court (Rule 70, §2).
Barangay conciliation.
For disputes ≤ ₱400,000 or simple ejectment in same barangay/city (except where the property is in different LGU), the Lupong Tagapamayapa proceeding is mandatory before filing an ejectment suit (RA 9285; Katarungang Pambarangay Law).
Unlawful detainer vs. forcible entry.
- Unlawful detainer (detentio) applies when possession was legal but became illegal due to expiration or rescission.
- Forcible entry (accion interdictal) covers entry by force or intimidation.
  Both are summary actions handled by the Municipal/Metropolitan Trial Court and must be filed within one year.
TROs & Injunctions.
Regional Trial Courts may issue a writ of preliminary injunction to maintain the status quo ante in exceptional cases (e.g., Jison v. CA, G.R. No. 124583, Jan 24 2000).
Criminal liability for self‑help eviction.
Using padlocks, cutting utilities, or employing goons constitutes grave coercion (Art. 286, RPC) and/or violation of domicile (Art. 128).

V. Special Sectors

1. Urban Poor & Informal Settlers

Section 28, UDHA. Before any eviction: 30‑day written notice, adequate consultation, and government‑assisted relocation.
Joint DILG‑HUDCC Guidelines (2021). Provide enumeration, option for onsite development, and grievance procedures.

2. Agricultural Leaseholders

Section 10, RA 3844: Sale does not extinguish the tenancy; the buyer automatically becomes the agricultural lessor.
DAR Adjudication: Only the DAR Adjudication Board (DARAB) may order ejectment of a leaseholder, never ordinary courts (see Vendee‑in‑possession v. Vda. de Candelaria, DARAB Case No. 1627, 2017).
Right of Redemption: If the landlord sells to a third party, the agricultural lessee may redeem within 180 days from notice of registration (Sec. 12, RA 3844; Heirs of Malate v. Gamboa, G.R. No. 170338, July 4 2012).

3. Commercial Lessees

No rent‑cap law; parties are bound strictly by contract.
Still protected by Civil Code rules on subrogation; buyer may renegotiate terms only by mutual agreement.

VI. Effect of Conversion or Demolition Plans

Condominiumization (RA 4726).
Conversion of an apartment block to a condominium corporation does not abrogate existing leases. Tenant may stay until the contract expires, unless a voluntary waiver is signed.
Change of Land Use.
LGU rezoning or sale to a developer does not override lease unless expropriation with just compensation occurs. Tenants are entitled to:
- 60‑day notice;
- assistance in finding comparable accommodation;
- refund of deposits.
Demolition Permits (NBO Guidelines 2020).
A demolition permit must cite (a) judicial ejectment judgment and (b) relocation compliance for covered tenants.

VII. Fiscal & Practical Matters

Item	Who shoulders it after sale?	Notes
Real‑property tax	New owner	Tenant pays only if stipulated and is not in arrears at time of sale.
VAT/Percentage tax on rentals	New owner if annual rent > ₱3 M	BIR registration update required.
Documentary Stamp Tax on Lease	The party primarily liable does not change (usually lessor)	If a new contract is executed, DST is recomputed on the incremental rent.
Refund of utility deposits	Whoever holds the deposit	Tenant may require the seller‑lessor to endorse the deposit to buyer during closing.

VIII. Ten‑Point Survival Checklist for Tenants

Secure a copy of the deed of sale or foreclosure certificate; verify title transfer.
Demand formal written notice stating the name, address, and bank details of the new lessor.
Keep proof of rent payments to the former owner until notice is received.
Annotate the lease on the Transfer Certificate of Title if the term exceeds one year and was not yet registered.
Review rent‑cap coverage (RA 9653) and calculate allowable increases.
Inspect the premises jointly with the buyer and document existing defects.
Update BIR Form 2000 (DST) if the lease will be renewed.
For agricultural tenants: record the buyer’s assumption of lease in the Barangay Agrarian Reform Committee log.
For informal settlers: attend the Local Inter‑Agency Committee meetings; assert relocation rights.
Consult counsel early if the buyer hints at eviction or refuses to acknowledge the lease.

IX. Conclusion

Under Philippine law, a lease is not a fragile right that shatters when a title changes hands. It is a real right—often registrable, always enforceable—whose backbone is the policy of social justice in the Constitution. Tenants who know their rights (and the timelines to assert them) can negotiate from a position of strength, avoid sudden displacement, and, when necessary, obtain judicial or administrative relief.

Key takeaway: Register your lease; keep records; invoke the Rent Control Act or agrarian laws where applicable; and never vacate solely on oral pressure.

DISCLAIMER

This article is for educational purposes and does not constitute legal advice. Laws change, and facts vary. Consult a lawyer or the appropriate government office (DHSUD, DAR, HLURB successor‑agency, or barangay) for advice on your specific situation.