Case Digest (G.R. No. L-15092) Core Legal Reasoning Model
Core Legal Reasoning Model
Facts:
In Alfredo Montelibano, et al. vs. Bacolod-Murcia Milling Co., Inc. (115 Phil. 18, G.R. No. L-15092, May 18, 1962), the plaintiffs-appellants Alfredo Montelibano, Alejandro Montelibano, and the limited copartnership Gonzaga & Company were sugar planters who had been parties to a milling contract with the defendant-appellee, Bacolod-Murcia Milling Co., Inc., originally executed in 1919 for thirty crop years beginning 1920–21, under which planters received 55% of the sugar output and the central mill 45%. In 1936, a proposal to extend the contract term to forty-five years and increase the planters’ share to 60% led the mill’s Board of Directors to adopt Acta No. 11, Acuerdo No. 1 on August 20, 1936, granting additional concessions, notably paragraph 9 stipulating that if other Negros sugar centrals producing more than one-third of the province’s sugar granted superior terms, the same would apply to adherent planters under this amended contract. Although appellants signed the print Case Digest (G.R. No. L-15092) Expanded Legal Reasoning Model
Expanded Legal Reasoning Model
Facts:
- Parties and Procedural History
- Plaintiffs-Appellants: Alfredo Montelibano, Alejandro Montelibano, and the limited copartnership Gonzaga and Company—sugar planters adhered to Bacolod-Murcia Milling Co., Inc. under identical milling contracts.
- Defendant-Appellee: Bacolod-Murcia Milling Co., Inc., respondent in Civil Case No. 2603 of the Court of First Instance of Occidental Negros.
- Trial Court Decision: Dismissal of plaintiffs’ complaint seeking an increase of their share in milled sugar from 60% to 62.33% for the 1951-1952 crop year onward. Appeal taken to the Supreme Court.
- Contractual Background and Emergence of Dispute
- Original Milling Contract (1919): 30-year term (1920-21 to 1949-50), sugar split 45% mill and 55% planters.
- 1936 Amendment Proposal: Printed form increasing planters’ share to 60%, extending contract to 45 years, plus “other concessions.”
- Board Resolution of August 20, 1936 (Acta No. 11, Acuerdo No. 1): Granted further concessions, notably paragraph 9 providing that if any Negros Occidental central with over one-third of provincial production granted better terms, the same would apply to signatories of the Amended Milling Contract.
- Execution and Attachment: Plaintiffs signed the printed Amended Milling Contract on September 10, 1936. A copy of the August 20 resolution was attached on April 17, 1937, with notation integrating the amendments into the contract.
- Subsequent Events: In 1953, appellants claimed that three major centrals had granted 62.5% participation and demanded the same under paragraph 9. Mill resisted, alleging the resolution was an unsupported donation and ultra vires.
Issues:
- Incorporation of Resolution
- Whether paragraph 9 of the August 20, 1936 resolution formed part of the Amended Milling Contract executed September 10, 1936.
- Validity and Consideration
- Whether the resolution constituted a gratuitous concession unsupported by consideration and thus void ab initio.
- Whether the corporate directors had the power to grant such concessions.
- Entitlement to Increased Share
- Whether, under paragraph 9, appellants are entitled to the differential participation (62.333% average) for crop years beginning 1951-1952.
Ruling:
- (Subscriber-Only)
Ratio:
- (Subscriber-Only)
Doctrine:
- (Subscriber-Only)