Category: Corporation Law

— Corporation Law, Mercantile Law —

Republic Planters Bank v. Judge Agana, Robes-Francisco Realty & Development Corp., et al. G.R. No. 51765 March 3, 1997 Corporation Code, Declaration of Dividends, Preferred Shares, Redeemable Shares

December 27, 2022

FACTS: On September 18, 1961, private respondent Corporation secured a loan from petitioner in the amount of P120,000.00. As part of the proceeds of the loan, preferred shares of stocks were issued to private respondent Corporation, through its officers then, herein private respondents Adalia F. Robes and Carlos F. Robes. In other words, instead of… Read More Republic Planters Bank v. Judge Agana, Robes-Francisco Realty & Development Corp., et al. G.R. No. 51765 March 3, 1997 Corporation Code, Declaration of Dividends, Preferred Shares, Redeemable Shares

— Corporation Law, Mercantile Law, Remedial Law —

Pascual and Santos Inc. v. Tramo Wakas Neighborhood Association G.R. No. 144880, November 17, 2004 Powers of a Corporation, Certificate of Non-Forum Shopping

March 30, 2021

FACTS: The Members of Tramo Wakas Neighborhood Association (respondents), filed a petition before the Presidential Action Center, alleging that petitioner, Pascual and Santos, Inc., claims ownership of the subject lots which they have openly, peacefully and continuously occupied since 1957. The petition was referred to the Land Management Bureau (LMB), for investigation and hearing. The… Read More Pascual and Santos Inc. v. Tramo Wakas Neighborhood Association G.R. No. 144880, November 17, 2004 Powers of a Corporation, Certificate of Non-Forum Shopping

— Corporation Law, Mercantile Law —

ANDAYA v. RURAL BANK OF CABADBARAN G.R. No. 188769 August 3, 2016 Transfer of Shares of Stock, Corporation Code, Mandamus

January 21, 2021

FACTS: Joseph Omar O. Andaya bought from Chute 2,200 shares of stock in the Rural Bank of Cabadbaran.    The transaction was evidenced by a notarized document denominated as Sale of Shares of Stocks. Chute duly endorsed and delivered the certificates of stock to Andaya and, subsequently, requested the bank to register the transfer and… Read More ANDAYA v. RURAL BANK OF CABADBARAN G.R. No. 188769 August 3, 2016 Transfer of Shares of Stock, Corporation Code, Mandamus

— Corporation Law, Remedial Law —

Cosco Philippines Inc. v. Kemper Insurance Co., G.R. No. 179488, April 23, 2012 Verification and Certification Against Forum Shopping

October 3, 2020

FACTS: Respondent Kemper Insurance Company, a foreign insurance company not doing business in the Philippines, except in isolated transactions, insured the shipment of imported frozen boneless beef, which was loaded at a port in Brisbane, Australia, for shipment to Genosi, Inc. in the Philippines.   However, upon arrival at the Manila port, a portion of the… Read More Cosco Philippines Inc. v. Kemper Insurance Co., G.R. No. 179488, April 23, 2012 Verification and Certification Against Forum Shopping

— Corporation Law, Mercantile Law —

Narra Nickel Mining v. Redmont Consolidated Mines Corp., G.R. No. 195580, April 21, 2014 The Grandfather Rule

August 18, 2020

FACTS: Redmont, a domestic corporation, took interest in mining and exploring certain areas of the province of Palawan. However, the areas where it wanted to undertake exploration and mining activities were already covered by Mineral Production Sharing Agreement (MPSA) applications of petitioners Narra, Tesoro and McArthur. Redmont filed with the DENR three (3) separate petitions… Read More Narra Nickel Mining v. Redmont Consolidated Mines Corp., G.R. No. 195580, April 21, 2014 The Grandfather Rule

— Bar Q & A, Corporation Law, Insurance, Intellectual Property Law, Mercantile Law —

SUGGESTED ANSWERS TO THE 2014 BAR EXAMINATION QUESTIONS IN MERCANTILE LAW

May 18, 2020

UP Law Center I. Carlo and Bianca met in the La Boracay festivities. Immediately, they fell in love with each other and got married soon after. They have been cohabiting blissfully as husband and wife, but they did not have any offspring. As the years passed by, Carlo decided to take out an insurance on… Read More SUGGESTED ANSWERS TO THE 2014 BAR EXAMINATION QUESTIONS IN MERCANTILE LAW

— Corporation Law, Mercantile Law —

40 FREQUENTLY ASKED PROVISIONS OF THE REVISED CORPORATION CODE [Updated]

March 6, 2020

SECTION. 1. Title of the Code. – This Code shall be known as the “Revised Corporation Code of the Philippines”. SEC. 2. Corporation Defined. – A corporation is an artificial being created by operation of law, having the right of succession and the powers, attributes, and properties expressly authorized by law or incidental to its… Read More 40 FREQUENTLY ASKED PROVISIONS OF THE REVISED CORPORATION CODE [Updated]

— Corporation Law, Mercantile Law —

MR Holdings v. Sheriff Carlos P. Bajar G.R. No. 138104 April 11, 2002 Foreign Corporation “Doing Business” in the Philippines 

February 28, 2020

FACTS: Asian Development Bank (ADB) extended a loan to Marcopper Mining Corp. to finance the latter’s mining project. ADB and Placer Dome, Inc., a foreign corporation which owns 40% of Marcopper, executed a “Support and Standby Credit Agreement” whereby the latter agreed to provide Marcopper with cash flow support for the payment of its obligations… Read More MR Holdings v. Sheriff Carlos P. Bajar G.R. No. 138104 April 11, 2002 Foreign Corporation “Doing Business” in the Philippines 

— Corporation Law, Mercantile Law —

VALLE VERDE COUNTRY CLUB v. AFRICA G.R. No. 151969 September 4, 2009 Hold-Over Doctrine, Vacancies in the Board

June 26, 2019

FACTS:  Dinglasan and  Makalintal were among the elected members of the Board of Directors of petitioner Valle Verde Country Club, Inc. (VVCC).  In the years 1997, 1998, 1999, 2000, and 2001, however, the requisite quorum for the holding of the stockholders’ meeting could not be obtained. Consequently, the elected directors continued to serve in the… Read More VALLE VERDE COUNTRY CLUB v. AFRICA G.R. No. 151969 September 4, 2009 Hold-Over Doctrine, Vacancies in the Board

— Corporation Law, Mercantile Law —

GLOBAL BUSINESS HOLDINGS v. SURECOMP SOFTWARE GR No. 173463, Oct 13, 2010 Foreign Non-Resident Corporations, Capacity to Sue, Doctrine of Estoppel, Merger

June 26, 2019

FACTS: Respondent Surecomp, a foreign corporation duly organized and existing under the laws of the Netherlands, entered into a software license agreement with Asian Bank Corporation (ABC), a domestic corporation, for the use of its IMEX Software System in the bank’s computer system for a period of twenty (20) years. In July 2000, ABC merged… Read More GLOBAL BUSINESS HOLDINGS v. SURECOMP SOFTWARE GR No. 173463, Oct 13, 2010 Foreign Non-Resident Corporations, Capacity to Sue, Doctrine of Estoppel, Merger