G.R. No. L-16932; May 31, 1922
FRANCISCO J. AGUADO, plaintiff-appellant, vs. PAZ ROMAN DE GUERIGUET, ET AL., defendants-appellees.

FACTS

Paz Roman de Gueriguet, owner of a property in Manila, desired to sell it. From Spain, she corresponded with her nephew, Angel Ma. Roman, in Manila, who acted as an intermediary. Initially, a broker, Juan Pardo, offered $11,000 via Angel, but Paz rejected this and suggested $12,000 net in a letter dated September 19, 1918. Meanwhile, Paz’s attorney-in-fact, Jose V. Ramirez, received a cablegram on September 27, 1918, from Paz’s husband, referencing an offer for the property. Ramirez received an offer of $15,000 (less a $1,000 commission) and cabled this to Paz, who cabled back her acceptance on October 7, 1918. A formal power of attorney was later executed in favor of Ramirez on November 2, 1918. Angel Ma. Roman did not receive Paz’s September 19 letter until November 22, 1918. Without contacting Ramirez, Angel notified his broker on November 23 that the owner wanted $1,000 more. On November 27, 1918, Francisco J. Aguado, through broker Pardo, offered P27,000. Angel cabled this new offer to Paz, but received no reply. On December 2, 1918, Ramirez, using his power of attorney, sold the property to Amos G. Bellis for P30,000. Aguado filed an action seeking to annul the sale to Bellis, compel a sale to himself for P27,000, or recover damages.

ISSUE

Whether the contract of sale between Paz Roman (through Ramirez) and Bellis was valid and perfected, thereby precluding any obligation to sell to Aguado.

RULING

The contract of sale between Paz Roman and Bellis was valid and perfected. The Supreme Court held that the contract was perfected on October 7, 1918, when Paz cabled her acceptance of the $15,000 offer received through Ramirez. This acceptance created a binding contract under Articles 1258 and 1450 of the Civil Code. At that point, Paz was no longer free to accept other offers. Aguado’s offer, made through Angel Ma. Roman on November 27, 1918, came after this perfection and was therefore ineffective. The Court found no evidence of fraud or conspiracy among the defendants. Since the defendants had no obligation to Aguado and acted without fraud, they could not be held liable. The trial court’s judgment was affirmed.