G.R. No. 62259 April 10, 1989
DOLORES V. MENDOZA and SPOUSES ROGELIO and FE TAGLE, petitioners, vs. AGRIX MARKETING, INC., respondent.

FACTS

Petitioners Dolores V. Mendoza and the spouses Tagle filed a collection suit in the Court of First Instance of Manila against respondent Agrix Marketing, Inc., seeking to recover sums of money they had entrusted to the company. While this civil case was pending, the President issued Presidential Decree No. 1717, which dissolved the Agrix Group of Companies and transferred its assets and liabilities to a new entity, New Agrix, Inc. The decree established a Claim Committee to validate investor claims, with valid claims to be settled via issuance of shares in the new corporation, and mandated the dismissal of all pending monetary claims against the dissolved companies.
Subsequently, with full knowledge of PD 1717’s provisions, the petitioners voluntarily submitted their claims to the constituted Claim Committee for validation. The Committee processed their claims, found them legitimate, and valued them at P40,000. Consequently, New Agrix, Inc. issued Stock Certificate No. 09320 representing shares of that value. Petitioner Dolores V. Mendoza received this certificate on April 13, 1981, without any qualification or protest. Informed of these developments, the trial court dismissed the petitioners’ civil case.

ISSUE

Whether the petitioners, by voluntarily submitting their claims to the Claim Committee and accepting the stock certificate issued by New Agrix, Inc., are now barred from pursuing their original judicial action and from assailing the validity of PD 1717.

RULING

The Supreme Court dismissed the petition, ruling against the petitioners. The legal logic is anchored on the doctrine of estoppel and the principle that one cannot accept the benefits of a law or transaction while simultaneously repudiating its burdens or conditions. The petitioners, with full awareness of PD 1717’s terms—including the procedure for claim validation, the settlement via stock issuance, and the mandate for dismissal of pending suits—chose to voluntarily avail themselves of its benefits. By submitting their claims to the Claim Committee and, more decisively, by unconditionally accepting and receiving the stock certificate representing the validated value of their claims, they effectively acquiesced to the statutory settlement framework. Having sought and received equity in the new corporation under the decree, they cannot later disavow the process and insist on their original judicial remedy. Their subsequent challenges to the decree’s constitutionality and the Committee’s procedures are deemed mere afterthoughts. The Court emphasized that a party cannot “have their cake and eat it too”; they cannot retain the benefit conferred by the law while rejecting its accompanying conditions. Thus, their voluntary actions estopped them from continuing their court action and from impugning the law under which they derived a benefit.