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(G.R. NO. 159373: November 16, 2006) JOSE R. MORENO, JR., Petitioner, v. Private Management Office (Formerly, ASSET PRIVATIZATION TRUST), Respondent. Facts

The document summarizes a court case regarding a dispute over the sale of floors in a building. It discusses that the plaintiff owns certain floors and areas of the building, while the defendant owns other floors. The defendant initially informed the plaintiff of a proposed purchase price of 21 million pesos for the floors it owned, but later questioned the basis for this price. As the parties had ongoing negotiations and uncertainties remained around price, the court found that there was no perfected contract of sale between the parties for the 21 million peso amount.

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43 views1 page

(G.R. NO. 159373: November 16, 2006) JOSE R. MORENO, JR., Petitioner, v. Private Management Office (Formerly, ASSET PRIVATIZATION TRUST), Respondent. Facts

The document summarizes a court case regarding a dispute over the sale of floors in a building. It discusses that the plaintiff owns certain floors and areas of the building, while the defendant owns other floors. The defendant initially informed the plaintiff of a proposed purchase price of 21 million pesos for the floors it owned, but later questioned the basis for this price. As the parties had ongoing negotiations and uncertainties remained around price, the court found that there was no perfected contract of sale between the parties for the 21 million peso amount.

Uploaded by

Princess Magpatoc
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as DOCX, PDF, TXT or read online on Scribd
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[G.R. NO.

159373 : November 16, 2006]


JOSE R. MORENO, JR., Petitioner, v. Private Management Office (formerly, ASSET PRIVATIZATION
TRUST), Respondent.

FACTS:
Plaintiff Jose R. Moreno is the owner of the Ground Floor, the 7th Floor and the Penthouse of the J.
Moreno Building and the lot on which it stands. Defendant Private Management Office is the owner of
the 2nd, 3rd, 4th, 5th and 6th floors of the building.

On February 13, 1993, the defendant called for a conference for the purpose of discussing plaintiffs
right of first refusal over the floors of the building owned by defendant. At said meeting, defendant
informed plaintiff that the proposed purchase price for said floors was P21,000,000.00.

On February 22, 1993, defendant, in a letter signed by its Trustee, informed plaintiff that the Board of
Trustees (BOT) of PMO is in agreement that Mr. Jose Moreno, Jr. has the right of first refusal and
requested plaintiff to deposit 10% of the suggested indicative price of P21.0 million on or before
February 26, 1993.

Then on March 12, 1993, defendant wrote plaintiff that its Legal Department has questioned the basis
for the computation of the indicative price for the said floors.

On April 2, 1993, defendant wrote plaintiff that the BOT has tentatively agreed on a settlement price
of P42,274,702.17 for the said floors.

ISSUE:
WON there was a perfected contract of sale over the subject floors at the price of P21M.

HELD:
No. There is no perfection of the contract of sale over the subject floors at the price of P21M.

A contract of sale is perfected at the moment there is a meeting of minds upon the thing which is the
object of the contract and upon the price. Consent is manifested by the meeting of the offer and the
acceptance upon the thing and the cause which are to constitute the contract. The offer must be
certain and the acceptance absolute.

To reach that moment of perfection, the parties must agree on the same thing in the same sense, so
that their minds meet as to all the terms. They must have a distinct intention common to both and
without doubt or difference; until all understand alike, there can be no assent, and therefore no
contract.

So long as there is any uncertainty or indefiniteness, or future negotiations or considerations to be


had between the parties, there is not a completed contract, and in fact, there is no contract at all.

In the case at bar, the letter of February 22, 1993 and the surrounding circumstances clearly show
that the parties are not past the stage of negotiation, hence there could not have been a perfected
contract of sale. The letter clearly states that P21,000,000.00 is merely a suggested indicative price of
the subject floors as it was yet to be approved by the Board of Trustees.

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