MARIA CRISTINA FERTILIZER CORPORATION AND MARCELO STEEL
CORPORATION, REPRESENTED BY MR. JOSE P. MARCELO, petitioners, vs. THE
HON. COURT OF APPEALS (TENTH DIVISION) AND CEFERINA ARGALLONJOCSON ASSISTED BY HER HUSBAND MR. MARCELINO JOCSON, respondents.
June 9, 1997
Facts: Private respondent filed an action for reconveyance against petitioners Maria Cristina
Fertilizer Corporation (MCFC) and Marcelo Steel Corporation (MSC). The trial court ruled in
favor her and ordered the petitioners to reconvey to her all the rights and interest on the disputed
land.
Petitioner then filed an appeal to the CA. The CA then affirmed in toto the questioned decision.
Issue: WHETHER OR NOT THE CA ERRED IN AFFIRMING IN TOTO THE DECISION
MADE BY THE TRIAL COURT.
Ruling: Yes. The basis of the CA decision was a letter which was supposed to be a perfected
agreement between the parties but the SC ruled otherwise. The letter was obviously far from the
requisite offer or acceptance contemplated by Article 1319 of the Civil Code.An offer must be
clear and definite, while an acceptance must be unconditional and unbounded, in order that their
concurrence can give rise to a perfected contract.
Wherefore, the questioned decision of the CA is SET ASIDE and the case is REMANDED to the
trial court for the determination of the balance of the purchase price upon which, upon its
determination shall be paid by private respondent.