Komatsu Industries (Phil.), Inc., petitioner, vs. Court of Appeals and Pilipinas Bank, respondents.
FACTS
Petitioner Komatsu Industries obtained credit facilities from respondent Pilipinas Bank, secured by chattel mortgages over heavy equipment. The loan was restructured several times, culminating in a Promissory Note dated December 24, 1981, with a principal of P6,869,266.08, payable in semi-annual installments beginning June 24, 1983. Petitioner failed to pay any installment. The bank filed a complaint for replevin with an alternative prayer for a money judgment. The trial court eventually granted the alternative prayer, ordering petitioner to pay the principal with interest, penalties, and attorney’s fees.
Petitioner, while not denying the indebtedness, raised several defenses. It claimed the sum due was unliquidated due to ongoing reconciliation and an offer to assign certain receivables and properties via dacion en pago. It also argued that the bank, by appraising the offered properties, was estopped from demanding payment and that one of the chattel mortgages had been novated. The Court of Appeals affirmed the trial court’s decision with a modification on the reckoning date for interest.
ISSUE
Whether the Court of Appeals erred in affirming the money judgment against petitioner despite its defenses of no default due to an unliquidated obligation, assignment of receivables, promissory estoppel, and the validity of the chattel mortgages.
RULING
The Supreme Court denied the petition and affirmed the appellate court’s decision. The issues raised were primarily factual, and no compelling reason was found to overturn the lower courts’ findings. The defense of an unliquidated obligation failed. The testimony of petitioner’s own finance manager established that its offer to assign receivables worth approximately P5 million did not materialize. Furthermore, a P250,000.00 special time deposit was credited per petitioner’s own authorization in 1983, and petitioner did not question this application until the court hearing, implying acquiescence.
The principle of promissory estoppel did not apply. The bank’s act of appraising properties offered for dacion en pago did not constitute a promise or commitment to accept them; it was merely a step to study the proposal, which was ultimately found unacceptable. Consequently, there was no clear and unequivocal assurance by the bank that would have estopped it from enforcing the loan. Given that the trial court correctly granted a money judgment, the Supreme Court deemed it unnecessary to resolve the issue regarding the validity and subsistence of the two chattel mortgages. The money judgment rendered that issue moot.
