Development Bank of the Philippines v. Ben P. Medrano

Summary

This case involves a dispute over shares of stock delivered by Ben Medrano to Development Bank of the Philippines (DBP) in 1980 under certain conditions for a proposed sale. Although DBP imposed conditions that were not fully met, preventing contract perfection, the Supreme Court found that DBP's retention of Medrano's 37,681 shares for 30 years without payment constituted unjust enrichment. The Court ruled that despite the absence of a perfected contract of sale, DBP had no legal justification to continue possessing the shares after it became clear the conditions would not be satisfied. The decision affirmed lower courts' orders requiring DBP to pay P2,449,265.00 for the shares plus interest, attorney's fees, and costs, establishing important precedent on unjust enrichment in incomplete commercial transactions.