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The offer states that is willing to sell 45,000 bags of cement at P24.30 per bag.

manager, Henry Yao


accepted the letter and pursuant to the letter, he sent a check in the amount of acceptance letter as a new
contract offer the Board sent a letter to YKS which states that PWCC is instead willing to sell only 10,000
bags to YKS and that he has ten days to reply

Thereafter, to compel the latter to comply with what YKS considered as the true contract (45,000 bags at
P24.30 per bag). asserts that the letter from Maglana is a binding contract because it was made under the
apparent authority of Maglana. The trial court ruled in favor of the petitioner, but the Court of Appeals
reversed the decision of the trial court. Hence, this petition.

as the president of do not confer upon him the authority to enter into contracts for the corporation
independently. That power is the president and the clear intent of the power of the chairman "to execute
and sign for and in behalf of the corporation all contracts and agreements which the corporation may enter
into. Both powers presuppose a prior act of the corporation exercised through the Board of Directors. No
greater power can be implied from such express, , delegated authority. Neither can it be logically claimed
that any power greater than that expressly conferred is inherent in Mr. Maglana's position as president and
chairman of the corporation.

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