ROXAS V DE ZUZUARREGUI, JR.

CHICO-NAZARIO: January 31, 2006 FACTS - 1977,

the National Housing Authority (NHA) filed expropriationproceedings against the
Zuzuar reguis for parcels of land belonging tothem situated in Antipolo, Rizal with a
total land area of 1, 790, 570.36- The Zuzuarreguis engaged the legal services of
Attys. Romeo G. Roxasand Santiago N. Pastor- They executed a Letter-Agreement
dated April 22, 1983 which indicatedthat the contingent fees that the lawyers will
receive at P11 or more persquare meter is thirty percent of the just compensationThe appropriate proceedings thereafter ensued and on October 29, 1984,a Partial
Decision was rendered fixing the just compensation to be paid tothe Zuzuarreguis at
P30 per square meter- The NHA filed a Motion for Reconsideration for the lowering
of theamount of just compensation in accordance with applicable laws- Pending the
resolution of the MFR filed by the NHA, a joint special powerof attorney was
executed by the Zuzuarreguis in favor of Attys. Roxas andPastor- On December 10,
1985, a Letter-Agreement was executed by andbetween the Zuzuarreguis and Attys.
Roxas and Pastor which fixed the justcompensation due the Zuzuarreguis at P17,
and anything in excess of thatshall be the contingent fees of Attys. Roxas and Pastor
for their legalservices- Resolution No. 1174 dated December 16, 1985, issued by the
NHA,stated that the property would be acquired at a cost of P19.50 per squaremeter
and that it will be paid in NHA Bonds which the yield would bebased on the Central
Bank rate at the time of the payment- As a result of the NHA Resolution, a
Compromise Agreement wasexecuted and it was approved by the Court in a
Decision dated December20, 1985.- Computed at P19.50 per square meter, the
property of the Zuzuarreguiswas expropriated at a total price of P34, 916, 122. The
total amountreleased by the NHA was P54, 500, 00. The difference of P19, 583, 878
is,undoubtedly, the yield of the bonds.- The amount turned over to the Zuzuarreguis
by Atty. Roxas amounted toP30, 520, 000 in NHA bonds- On August 25, 1987, a
letter was sent by the Zuzuarreguis new counselto Attys. Roxas and Pastor
demanding that the latter deliver to theZuzuarreguis the yield corresponding to
bonds paid by the NHA within aperiod of 10 days from receipt, under pain of
administrative, civil and/orcriminal action- Attys. Roxas and Pastor answered stating
that the amount that they goseems huge from the surface but it just actually
passed their hands.- On September 29, 1987, a letter was again sent to Attys. Roxas
andPastor formally terminating their services- The Zuzuarreguis then filed a civil
action for Sum of Money andDamages, they demanded that the yield on the NHA
bonds be turned over
to them- The RTC dismissed the complaint- The Zuzuarreguis filed a Notice of
Appeal- The Court of Appeals ordered Attys. Roxas and Pastor to return to
theplaintiffs the amount of P12, 596, 425, already deducting the
reasonableattorneys fees in the amount of P4,4 76,426.275- Attys. Roxas and
Pastor filed a MFR- The Zuzuarreguis also filed a MFR- The NHA and Pedrosa also
filed a MFR- All MFRs were denied for lack of merit- Attys. Roxas and Pastor then
filed a petition for certiorari ISSUES
1. WON the letter-agreement executed by the parties should stand as lawbetween
them2. WON the contingent fees were reasonable

HELD 1. Yes. A contract is a meeting of the minds between two persons wherebyone
binds himself, with respect to the other, to give something or torender some
service. The Zuzuarreguis, in entering into the Letter-Agreement, fully gave their
consent thereto. In fact, it was them who sentthe said letter to Attys. Roxas and
Pastor, for the purpose of confirming allmatters which they had agreed upon
previously. There is absolutely noevidence to show that anybody was forced into
entering into the Letter-Agreement. It is basic that a contract is the law between the
parties.2. No. Under the contract in question, Attys. Roxas and Pastor are toreceive
contingent fees for their professional services. Canon 13 of the Canons of
Professional Ethics states: a contract for contingent fee, where sanctioned by law,
should be reasonable under all the circumstances of the case including the risk and
uncertainty of the compensation, but should always be subject t o the supervision of
a court, as to its reasonablenessCanon 20, Rule 20.01 of the Code of Professional
Responsibility statesthe guidelines by which a lawyer should determine his fees
(seeoriginal) - Indubitably entwined with the lawyers duty to charge only
reasonablefees is the power of this Court to reduce the amount of attorneys fees if
the same is excessive and unconscionable (Section 24, Rule 138, Rules of Court).
Attorneys fees are unconscionable if they affront ones sense of justice, decency or
reasonableness. Therefore, the power to determinethe reasonableness of attorneys
fees stipulated by the parties is a matterfalling within the regulatory prerogative of
the courts.- In the instant case, Attys. Roxas and Pastor received an amount which
isequal to 44% of the just compensation paid by the NHA to theZuzuarreguis.
Considering that there was no full blown hearing in theexpropriation case, ending as
it did in a Compromise Agreement, the 44%is undeniably excessive. In the opinion
of the Court, 87.17% of the yieldsof the bond should go to the Zuzuarreguis
computing from the amounts stipulated in the Letter-Agreement. The remaining
amount is what is dueto Attys. Roxas and Pastor. The SC affirms the decision of CA
withmodification in the computation of the attorneys contingent fees