Case Digest (G.R. No. 115849) Core Legal Reasoning Model
Core Legal Reasoning Model
Facts:
In First Philippine International Bank (formerly Producers Bank of the Philippines) and Mercurio Rivera (bank officers), petitioners, the Central Bank-appointed conservator controlled the affairs of a bank in conservatorship since 1984. Between August and September 1987, prospective buyers Demetrio Demetria and Jose O. Janolo negotiated with bank manager Mercurio Rivera to purchase six parcels of foreclosed land in Sta. Rosa, Laguna, totaling 101 hectares. Janolo’s letter dated August 30, 1987, offered ₱3.5 million; Rivera’s letter of September 1, 1987, counter-offered ₱5.5 million. A meeting on September 28, 1987, confirmed the ₱5.5 million price, and on September 30, 1987, plaintiffs accepted this price in writing. Subsequent tenders of payment were refused by the bank and its new acting conservator, Leonida Encarnacion, who on May 12, 1988, repudiated Rivera’s authority. Plaintiffs then sued for specific performance and damages in the Regional Trial Court (RTC) of Makati (Bra Case Digest (G.R. No. 115849) Expanded Legal Reasoning Model
Expanded Legal Reasoning Model
Facts:
- Parties and Representation
- Petitioners
- First Philippine International Bank (formerly Producers Bank of the Philippines) – a banking institution placed under Central Bank conservatorship.
- Mercurio Q. Rivera – Head Manager, Property Management Department of the Bank.
- Respondents
- Carlos C. Ejercito – assignee of original plaintiffs Demetrio Demetria and Jose O. Janolo.
- Court of Appeals – promulgated the decision under review.
- Pre-litigation Negotiations and Correspondence
- Acquisition of Property
- Six parcels, 101 hectares, Sta. Rosa, Laguna, TCT Nos. T-106932 to T-106937, acquired as foreclosure collateral.
- BYME Investment & Development Corp. was original mortgagor.
- Sequence of Offers and Counter-offers
- Early August 1987 – Demetria and Janolo meet Rivera to express interest; Rivera advises formal written offer.
- August 30, 1987 – Janolo offers ₱3,500,000 in cash (Exh. B).
- September 1, 1987 – Rivera, on Bank letterhead, counters at ₱5,500,000 (Exh. C).
- September 17, 1987 – Janolo amends offer to ₱4,250,000 (Exh. D).
- September 28, 1987 – Meeting with Senior VP Luis Co; discussion of price.
- September 30, 1987 – Janolo accepts Bank’s ₱5,500,000 offer in writing (Exh. E).
- Conservatorship and Subsequent Communications
- October 12, 1987 – Leonida T. Encarnacion appointed Acting Conservator.
- November 4, 1987 – Rivera writes offer is “under study” by new conservator (Exh. F).
- November & December 1987 – Plaintiffs tender payment and demand execution; Bank refuses, advertises property for sale.
- May 12, 1988 – Acting Conservator Encarnacion repudiates Rivera’s authority; claims no perfected contract (Annex V).
- Litigation History
- May 16, 1988 – Suit for specific performance and damages filed in RTC Makati (Branch 59).
- July 10, 1991 – RTC renders judgment: recognizes perfected contract; orders sale; awards damages and fees.
- January 14, 1994 – CA modifies award but affirms existence of perfected and enforceable contract.
- Concurrent “Second Case” (Civil Case No. 92-1606) – derivative suit by majority shareholders and directors in RTC Makati (Branch 134) to declare sale unenforceable and enjoin its implementation.
- Present Petition – Bank and Rivera seek certiorari relief under Rule 45 to set aside CA Decision and Resolution.
Issues:
- Procedural Issues
- Did petitioners engage in forum-shopping by filing or permitting the derivative suit while the appeal in CA was pending?
- Are there issues raised for the first time on appeal (e.g., extinguishment of the ₱5.5 M offer; conservator’s repudiation powers) that warrant disregard?
- Substantive Issues
- Was there a perfected contract of sale between the plaintiffs (Demetria & Janolo/Ejercito) and the Bank for the 101-hectare property?
- If perfected, is the contract enforceable despite the Statute of Frauds (Art. 1403(2))?
- Could the Central Bank-appointed conservator unilaterally repudiate or revoke such perfected contract under Sec. 28-A, Republic Act No. 265?
- Did the CA commit reversible errors in its factual findings or legal conclusions?
Ruling:
- (Subscriber-Only)
Ratio:
- (Subscriber-Only)
Doctrine:
- (Subscriber-Only)