Limketkai Sons Milling vs CA & BPI (1995 & 1996)

FACTS:

Philippine Remnants was the owner of a piece of land which it then entrusted to BPI. Pedro
Revilla was authorized by BPI to sell the lot for PHP1000/sqm. Revilla contacted Alfonso Lim who
agreed to buy the land. Alfonso Lim and Albino Limketkai went to BPI and were entertained by VP
Albano and Asst. VP Aromin. BPI set the price at 1,100 while Limketkai haggled to 900. They
subsequently agreed on Php1,000 on cash basis. Alfonso Lim asked if it was possible to pay on
terms and BPI officials said there was no harm in trying to ask for payment in terms but if
disapproved, the price would have to be paid in cash. Limketkai paid the initial 10% with the
remaining 90% to follow. Two or three days later, Alfonso Lim found out that their offer had been
frozen and then went to BPI to tender full payment of 33M to Albano but was refused by both
Albano & Bona.

Issue:

W/N there was a perfected contract of sale

Held:

1995 decision

–> Perfection of the contract took place when Aromin and Albano, acting for BPI, agreed to sell
and Alfonso Lim & Albino Limketkai, agreed to buy the lot at Php1000/sqm. A consensual
contract is perfected upon mere meeting of the minds and although the deed of sale had yet to
be notarized, it does not mean that no contract was perfected.

1996 decision

—> Consent is manifested by the meeting of the offer and acceptance upon the thing, and the
cause which are to constitute the contract. The offer must be certain and aceptance absolute.
Limketkai’s acceptance was qualified and therefore, was actually a counter offer.