G.R. No. L-14827 - Chua Yeng vs. Roma

On December 14, 2009, SM Land, Inc. (SMLI) submitted an unsolicited proposal to the Bases Conversion and Development Authority (BCDA) for the joint development of the Bonifacio South Property under Annex C of the NEDA JV Guidelines (Swiss Challenge procedure).
After detailed negotiations, BCDA and SMLI executed a Certification of Successful Negotiations on August 6, 2010, wherein BCDA “accepted SMLI’s Original Proposal” and “agreed to subject [it] to Competitive Challenge pursuant to Annex C,” with both parties’ signatures notarized.

BCDA later issued Supplemental Notice 5, unilaterally terminating the Swiss Challenge and opting for straight public bidding, asserting either no binding contract existed or that public interest justified termination.
SMLI filed a petition for certiorari before the Supreme Court Third Division, which on August 13, 2014 granted the petition, directed BCDA to conduct the Swiss Challenge, and held that BCDA gravely abused its discretion.
BCDA’s motion for reconsideration was filed and, on March 18, 2015, the Supreme Court denied it with finality.

Whether a valid, perfected contract existed between BCDA and SMLI obligating BCDA to subject SMLI’s unsolicited proposal to a Swiss Challenge.
Whether the NEDA JV Guidelines and BCDA’s Terms of Reference (TOR) have the force and effect of law and bind BCDA to the Swiss Challenge procedure.
Whether BCDA gravely abused its discretion in unilaterally canceling the Swiss Challenge at Stage Three.
Whether equitable estoppel may be invoked against BCDA given its prior assurances and subsequent reversal.