ARTICLE 1275, CIVIL CODE OF THE PHILIPPINES
Text of the provision
“The obligation is extinguished from the moment the characters of creditor and debtor are merged in the same person.”
Article 1275 sits in Chapter 4 — Confusion or Merger of Rights (Articles 1275-1277) under Title I, Book IV: ‘Obligations and Contracts’. It is one of eight modes by which obligations may be extinguished (Art. 1231).
1 Concept and Rationale
Confusion (or merger) occurs when one and the same person unites in himself, simultaneously and with respect to a single obligation, the opposite juridical characters of creditor and debtor. Because a person cannot validly enforce an obligation against himself, the debt “self-destructs.”
Example: D owes ₱1 million to C. C dies and, by succession, D becomes C’s sole heir. D is now both debtor (in his personal capacity) and creditor (in his capacity as heir of C). The obligation disappears the instant inheritance vests.
The rationale is impossibility of enforcement: courts will not compel someone to sue himself; litigation, tender of payment, and ancillary remedies (e.g., execution) lose all meaning.
2 Requisites
One identical obligation. Confusion is always intra-obligation. If two distinct debts exist, the proper mode is compensation (Art. 1278), not confusion.
Identity of parties in opposing capacities. The very same person must become both creditor and debtor; it is not enough that a debtor controls or owns the creditor entity unless the law considers them juridically the same.
Perfect concurrence in the same person. The merger must happen after both capacities have independently vested. A mere expectancy (e.g., pending probate) does not yet cause confusion.
Capacity to acquire and transmit rights. The person must not be legally incapacitated (e.g., ultra vires acquisition, restrictions on trustees or public officers).
3 Kinds of Confusion
| Criterion | Total (Absolute) | Partial (Relative) |
|---|---|---|
| Extent | Entire credit and debt unite. | Only a portion of either the credit or the debt merges. |
| Effect | Obligation fully extinguished; accessories (interest, mortgage, pledge, guaranty) follow the principal. | Obligation reduced pro rata; balance subsists. |
| Typical scenarios | Sole heir inherits both roles; merger of corporations where only one debt exists. | A debtor inherits or buys only one-half of the credit; solidary debtor becomes creditor only for his internal share. |
4 Distinctions from Related Concepts
| Confusion (Art. 1275) | Compensation (Arts. 1278-1290) | Condonation/Remission (Art. 1270) | Subrogation (Arts. 1300-1304) |
|---|---|---|---|
| One obligation. | Two distinct obligations. | Act of liberality by creditor. | Transfer of creditor’s rights to a third person. |
| Same person becomes both creditor and debtor. | Each party is both debtor and creditor of the other. | Only creditor acts; debtor remains debtor. | Third person steps into creditor’s shoes. |
| Operates by law, instantly upon merger. | Requires concurrence of legal requisites or agreement. | Requires acceptance (if gratuitous). | Usually needs creditor’s & debtor’s consent. |
5 Effects and Incidental Consequences
Automatic extinguishment – No notice, demand, court action, or acceptance is needed; the mode operates ipso jure.
Accessory obligations follow the principal (Art. 1273 by analogy): liens, pledges, mortgages, sureties, and interests are likewise extinguished if confusion is total.
Guaranty or suretyship
- Art. 1276: Confusion in the person of the principal debtor or creditor benefits the guarantor; he is discharged.
- Confusion in the guarantor himself does not extinguish the principal debt, because the creditor can still proceed against the principal debtor.
Solidary obligations
- If confusion occurs in one solidary debtor, only his share is extinguished (Art. 1216 by analogy). Co-debtors remain liable for the rest.
- But if the creditor himself becomes one of several solidary debtors, the whole obligation is extinguished because the active and passive solidarity merge.
Legal compensation interplay – After confusion, if balances remain on distinct obligations, those balances may still be set off under Art. 1280 onward, provided requisites are present.
Third-party rights – A merger may not prejudice rights previously acquired by third persons (e.g., garnishments, assignments annotated on titles).
6 How Confusion May Arise in Practice
| Mode | Illustration in Philippine setting |
|---|---|
| Succession | A parent-creditor dies; the debtor-child inherits the credit. |
| Donation or Dation | Debtor acquires from creditor a portion of the credit as a gift or in payment of another obligation. |
| Assignment or Sale of Credit | Debtor buys back his own promissory note from a bank. |
| Corporate Merger/Consolidation | Corporation A (debtor) merges into Corporation B (creditor); surviving corporation holds both roles. |
| Statutory Operation | Land Bank becoming owner of agrarian-reform bonds it itself issued, when treasury operations consolidate holdings. |
7 Selected Philippine Jurisprudence
| Case | G.R. No. | Doctrine Relevant to Art. 1275 |
|---|---|---|
| Monte de Piedad v. Velasco (1918) | 18324 | Confusion through inheritance extinguishes debt even if succession is later repudiated, provided repudiation occurs after vesting. |
| PNB v. Andrada Electric (CA, 1962) | CA-L-13858 | Purchase by debtor of his own discounted note from a bank for less than face value creates total confusion; bank cannot demand the difference. |
| Development Bank of the Phils. v. CA & Lianga (1993) | 113605 | Where a mortgagee-bank forecloses and subsequently acquires the mortgaged property, the underlying real-estate loan is subsumed; any further action for deficiency must reckon with merger rules. |
| Spouses Crisostomo v. CA (1994) | 97554 | Confusion in one solidary debtor extinguishes only his internal share; creditor may still sue co-debtors for the remainder. |
| Republic v. Court of Appeals & Sandiganbayan (2006) | 162368 | When the State, as judgment debtor, becomes assignee of the judgment credit, the execution writ becomes functus officio under Art. 1275. |
(Earlier jurisprudence remains persuasive; always check for subsequent doctrinal shifts.)
8 Bar-Examination & Practice Pointers
- Watch for “one debt vs. two debts.” The Bar often tests confusion vis-à-vis compensation.
- Solidary twist: If the exam scenario involves several debtors, ask whether the creditor himself became a debtor.
- Partial merger math: Calculate remaining liability when only part of a credit/debt is merged (commonly via inheritance fractions).
- Guaranty traps: Distinguish when guarantor is merged vs. principal debtor.
- Documentary evidence: In practice, present the merger instrument (e.g., Deed of Assignment, Articles of Merger, Certificate of Inheritance) and annotate titles or notes to avoid future disputes.
9 Comparative Notes
| Jurisdiction | Code Reference | Material Differences |
|---|---|---|
| Spain | Cód. Civ. 1195 | Text identical; Philippine article is adopted verbatim. |
| France | Code civil 1300 (ancien) / 1347 (réformé 2016) | Modern French law treats merger within broader rule of “conservation” when confusion is partial. |
| Common-law systems | Doctrine of “merger” | Applies mainly to estates and negotiable instruments; not codified but jurisprudential. |
10 Key Take-Aways
- Art. 1275 is self-executory: the moment the roles coincide, the debt ends.
- Total vs. partial merger dictates extent of extinguishment.
- Solidary settings and guaranties require careful allocation of risk.
- Differentiate confusion from compensation, condonation, and subrogation.
- Document and record the merger to forestall claims by successors or transferees.
Disclaimer: This material is for academic discussion and bar review. It is not legal advice. For factual controversies, consult a Philippine lawyer with the full record.