Mercantile Law2002

> BQ.1 (dissolution of stock corporation)

> BQ.2 (corporate acts:valid, void, voidable)

>BQ. 3 ( Indespensable relationships in a letter of credit transactions)

>BQ.4 (Limitations and restrictions on loans and credit accomodations:Gen. Banking Law)

>BQ.5 (Requirements for COI; documents for SEC)

>BQ.6 (a.Tender Offer; b.when it is required)> BQ.7 (Classes of banks:Gen. Banking Law)

> BQ.8 (a.common carrier vs.private carrier; b.availability of the defense of due diligence to a common carrier in the selection and supervision of an employee)

> BQ.9 (Valid stipulations in a contract of carriage of a common carrier)

> BQ. 10 (redemption; extrajudicial foreclosure of real estate mortgage)

> BQ.11 (deed of assignment; effect on unpaid debt)> BQ. 12 (prohibitions; exceptions; insolvency petition)

> BQ. 13 (Creditor preference; insolvency proceedings)

>BQ. 14 (Negotiable instruments; promissory note; bill of exchange; check)>BQ.15 (Promissory Note;parts;negotiability)

> BQ. 16 (a.claim;promissory note; b. liability of issuer; delivered promissory note;negotiated promissory note> BQ. 17 (insurable interest: life insurance vs property insurance)

> BQ. 18 (violation of the Securities Act: not doing business in the Phils.)

> BQ. 19 (a. doing business in the Phils. by unlicensed foreign corporation; b.doing business in the Phils.(Foreign Investment laws)

2001

>BQ.1 (a. Legality: Stock corporation to charitable non stock and non profit association by amending the AOI; b. Non stock to charitable non stock non profit association by amending the AOI)

>BQ. 2 (stock corporation; power to declare dividends)

>BQ.3 (a.stockholders pre-emptive right; b. when should be exercised?)

>BQ. 4 (Necessity of Stockholders approval in case of removal)

>BQ. 5 (a. ways where authorized capital stock may be increased; b. reasons to increase the ACS)

>BQ. 6 (a. liability for non declaration of dividends; b. exceptions)

>BQ. 7 (a. Entrusted Stock certificate: Claim over the shares of stock from a bona fide purchaser; b. Stolen or lost stock certificate; claim from a bona fide purchaser)

> BQ. 8 (shortening of corporate life; amendment of AOI, two methods of liquidation)

> BQ.9 (Valid provision of by laws; liability of Director; overlapping claims)> BQ. 10 (doctrine of piercing the veil of corporate fiction)

>BQ.11 (Right of the corporation to protect it from possible harm; provision in the AOI; director with conflicting claims)

>BQ. 12 (Filing of the collection case bars the subsequent to the filing of the foreclosure proceedings)

>BQ.13 (Liability of the parties of a stolen promissory note; forgery: NIL)

>BQ.14 (Liability of those who signed the promissory note; impleaded and not)

>BQ. 15 (Law on Secrecy of Bank Deposits; Notice of Garnishment serve by a creditor of a depositor)>BQ.16 (Non medical life insurance; concealment; liability of the insurer if the concealed fact had no bearing with the cause of death of the insured)

>BQ.17 (Insurable interest; fire insurance)

>BQ.18 (a. Requirements :Bulk sales of goods; b. effect of false schedule of creditors; c.remedy of creditors)

>BQ.19 (a.validity of wash sale; b. wash sale or simulated sale)

> BQ.20 (a. notice exempting the common carrier from liability and discounts reducing the liability of common carrier as defense; b. valid defenses to limit or exempt any common carrier from liability)2000

BQ.1 (a.joint account; b. joint account vs partnership)

BQ. 2 (exceptions to the prohibition against disclosure of any information concerning bank deposits: Law on Secrecy of Bank Deposits)

BQ.3 (violation of Bulk Sales Law; requirements)

BQ. 4 (Diligence required of a warehouseman; validity of the free-from-liability clause)

BQ. 5 (Requirements, for an instrument to be negotiable; promissory note; s.1 NIL)

BQ. 6 (a. requirements, complete promissory note; b. payee as holder in due course)BQ. 7 (suit; recovery of the face value of the note; loss of right to recover the interest; subsequent to the maturity)

BQ. 8 (a. Prohibited to be insured; b. insurable interest over bank deposits)

BQ. 9 (a. Insured: entitled to a return of the premium paid; b. implied warranties in marine insurance)

BQ.10 (insurable interest in property insurance)

BQ.11 (a. agent of insurance company; companys executive; liability of the insurance company over the misconduct of its agent; employer-policyholder as agent; b. comprehensive motor vehicle liability insurance)BQ.12 (common carrier)

BQ. 13 (a. liability of shipowner; total destruction; b. right to contribution of the owners of the cargo jettisoned from the owner of the vessel and cargoes saved; right to reimbursement of the shipping company from its shippers)

BQ.14 (a. shipowner: doctrine of limited liability; b. Carriage of Goods by Sea Act; notice of the damage by the shipper)BQ. 15 (public utility; franchise requirement)

BQ. 16 (Corporation; personality and property)

BQ. 17 (liability of the corporation vs liability of stockholders and members)

BQ. 18 (a. power to adopt by laws; b. dissolution upon the expiration of the corporate term; liquidation and winding up)

BQ. 19 (a. Gen. Banking Act: s.85; preparation and issuance of managers check payable to himself (member) paid out of the funds of the bank after the same has become insolvent; b. coins as legal tender)

BQ.20 (Truth in lending act; installment basis)

1999

BQ.1 (a.imposition of additional levy on sugar import; b. consistency/inconsistency with the tenets of the WTO) Not within the scope of the Bar

BQ. 2 (a. tools available to STs to replenish capital; b. continued operation; depleted capital; solidarity liability of the managers /STs for obligations incurred)

BQ.3

a. House as personal property; chattel mortgage; binding only on the parties; exclusion of third parties

b. Real estate mortgage vs chattel mortgage: parties affected

c. Foreclosure of chattel mortgage; parties affected

BQ. 4

a. Insurable interest over stock in trade: Businessman (owner) vs Creditor (mortgagee)

b. Double insurance; legalityc. Value that the businessman and the creditor may be allowed to recover from their insurers.

BQ.5

a. SECs jurisdiction to declare suspension of payments

b. Effect/s of the SECs order of suspension on the judicial foreclosure proceedings initiated by first bank

c. by second bank

d. in the suit filed by third bank

e. Consequences of rehabilitation receivership

f. Receiver:measures; to preserve the assets of debtor corporation

BQ. 6

a. Chattel mortgage; after incurred obligations; foreclosure

b. Chattel mortgage; persons affected

BQ.7

a. Pre emptive right of stockholders; remaining shares; stock corporation

b. Pre-emptive rights to preferred shares

c. Pre-emptive right; value of shares to be purchase; to be fixed by whom

d. Stockholders: disagreement over the issuance of new shares: right to invoke appraisal right

BQ. 8

a. Warehouse receipt; attachment and garnishment; judgment against the goods covered by the WR; duty of warehouse company

b. Holder for value of the receipt vs creditor: better right

BQ.9

Civil law

BQ.10

a. Check: negotiability; alteration of serial no.: effect

b. Check: liability of the drawee; gen.rule and exception

BQ.11

a. Merger; absorbed corporation; dissolution and winding up procedure

b. Effectivity of merger; whenc. Corporation code; sec.80; receivables incurred by the absorbed corporation belongs to the surviving corporation

BQ.12

Civil law

BQ.13

Civil law

BQ. 14

a. Doctrine of limited liability; maritime law

b. Lost vessel; claimants; insurer

1998 BQ.1

1. Bill of lading

2. 2 fold character: bill of lading

BQ. 2

Stipulation in the ticket; liability of the passenger for non compliance

BQ. 3

Solidary Liability of shipowners; loss vessel; damages and losses suffered by cargoes

BQ. 4

Certificate of public convenience; legislative franchiseBQ. 5

1. Negotiable Instruments: doubt; bill vs note; duty of holder

2. Not a holder in due course: consequence

BQ. 6

Liability of bank; acceptor of check; recourse of the bank

BQ. 7

1. Accommodation party

2. Accomodated party

BQ. 8

Bearer instrument; promissory note; negotiated by mere delivery; right of the holder

BQ. 9

1. Responsibilities and objectives of the BSP

2. Purposes of laws and regulations governing securities in the Phils.

BQ. 10

Proceeds of the insurance policy; estate; common law wife as beneficiary and done

BQ. 11

1. Infringement of copyright; copyright protection

2. Private reproduction for personal copy; permitted

BQ.12

Life insurance policy; application of incontestability clauseBQ.13

Marine insurance policy; right of recovery; peril of the sea vs peril of the ship

BQ. 14

Requirements for delivery; Warehouse receipts law, sec.8

BQ. 15

1. Insolvency vs Suspension of payments

2. When may be declared insolvent: liabilities vs assets

BQ. 16

1. Corporation: right to moral damages/ nature; Gen. Rule

2. Exception

BQ. 171. Control test of corporate nationality; piercing the veil of corporate entity

2. Foreign corporation: doing business in the Phils.

BQ. 18

1. Resolutions to be binding

2. Remedy of stockholders against resolutions passed without the approval of the Directors

BQ.19

Right of a stockholder to be elected as director; corporations power to make by laws; amendment of the by laws

BQ. 20

Law on secrecy of bank deposits

1997

BQ.1 Theory of cognition vs theory of manifestation

BQ.2

Bulk Sales law: requisites for validity

BQ.3

a. Jurisdiction: intra corporate controversy vs not intra corporate controversy

b. Rightful stockholders; no over issuance of shares; right to recover value of shares

BQ. 4

a. Limit of stockholders liability; insolvent corporation; unpaid subscription

b. ; subscription

c. Corporation code; s.31; liability of directors: gross negligence and bad faith in directing the affairs of the corporation

BQ.5

a. Period to pay the unpaid subscription

b. Corpo.code; s.71; right to receive dividends; delinquency; application of cash dividendsBQ. 6 Liquidation with the winding up; duty of members of the board of directors

BQ.7

a. Accounts : insured by PDIC

b. Accounts: covered by Law on Secrecy of Bank deposits

BQ. 8

To be declared bank insolvent; requirements

BQ. 9

Doctrine of comparative negligence; notice of dishonor to the secretary

BQ.10

Requirements for negotiability: bill of exchange and promissory note

BQ. 11

a. Negotiability of a bearer instrument; forgery as defenseb. Blank instrument; liability of the party whose signature was forged

BQ. 12

Violation of Trust receipts; estafa

BQ. 13

Life insurance; application of the incontestability clause

BQ. 14

a. Beneficiary : Insurable interest; property insurance

b. Beneficiary: insurable interest; life insurance

BQ. 15

Liability of common carriers; diligence required

BQ. 16

Carriage of passengers; presumption of carriers fault or negligence; diligence required by law

BQ. 17

a. Doctrine of Inscrutable fault

b. Doctrine of limited liability

BQ. 18

Infringement: intention to pirate; honest intention as defense

BQ. 19

2 mortgages; same purpose; foreclosure of the first mortgage; foreclosure of additional property:nullityBQ.20

Obligations of the insolvent debtor

1996

BQ.1 a. Requirements of a negotiable instrument

b. Notice of dishonor: not required; drawer

c. Holder in due course

d. Effects of crossing a check

BQ. 2

1. Defense available to a not holder in due course

2. Defense available to a holder in due course

BQ. 3

1. Liability of an accommodation party

2. Effects of altered check

BQ. 4

1. Non medical life insurance; concealment; incontestability clause

2. Claim for total loss; justification

BQ. 5

1. Prescriptive period for claim against insurance policy; fire insurance

2.a. liability of the insurer; b. solidary liability of insurer (contract) vs insured (tort)

BQ.6

1. Rights of a stockholder

2. Personal liability of corporate director, trustee or officer

3. Power of the corporation to invest funds in another corporation

4. Power of the corporation to enter into a joint venture

BQ. 7

1. Requirements for a dealership agreement to be valid; vote required

2. Right to refuse registration of stock certificate

BQ. 8

1. Ownership of shares of stock vs right to possess specific property of the corporation vs co-owner of corporate property; properties registered in the name of the corporation

2. Binding contract; requirements to bind the corporation

BQ. 9

1. Sale of assets of one corporation to another corporation vs transfer of liabilities

2. Separate personality of the President against the corporation

BQ. 10

1. Securities

2. Original and Exclusive Jurisdiction of the SEC

BQ. 11

1. Dismissal of the VP: corporate act; non acceptance of dismissal: intra corporate controversy; motion to dismiss untenable; jurisdiction of SEC2. Intra- corporate controversy

BQ. 12

1. Retail trade law; violation

2. Retail trade

BQ. 13

1. Common carrier

2. Test for determining whether or not one is a common carrier

BQ. 14

1. A. Common carrier; liability

B. Common carrier: hijacking as a defense

2. breach of contract of carriage

BQ.15

1. Infringement vs Unfair Competition

2. Test of dominancy

3. Unfair competition

BQ.16

Foreclosure of chattel mortgage; vendor no right to recover unpaid balance

BQ.17

Insolvency law; s. 32; insolvency proceedings; assignment of the assignee

1995

BQ.1

1. Requirements: Certificate of Public Convenience: Public Service Act

2. Prescriptive period: lost or damaged cargo: Carriage of Goods by Sea Act

3. Revised Security Act: it is unlawful for an insider to sell or buy a security of the issuer if he knows a fact of special significance with respect to the issuer or the security that is not generally available without disclosing such fact to the other party

Liabilities of a person who violates the RSA

BQ.2

Separate personality of the officers of the corporation

BQ. 3

1. Valid contract: corporate acts2. Ratification of contract: corporate acts

BQ. 4

1. Corporate approvals/ votes: investments

2. Procedure for corporate approvals (BOD and STs)

BQ.5

1. Remedies available to break the deadlock (closed corpo.); s.104

2. Remedies available to prevent paralyzation while the petition to break the deadlock is pending litigation; SEC: appointment of rehabilitation receiver

BQ. 6

Crossed checks; defense not holder in due course

BQ. 7

1. Negotiable promissory note: claims against parties prior to forgery

2. Claim against parties subsequent to forgery

BQ. 8

Liability of the insurer

BQ. 9

Requirement for a valid transactions; bulk sales law

BQ. 10

1. Suspension of payments vs insolvency

2. Voluntary insolvency vs involuntary insolvency

BQ. 11

Disclosure of bank deposits; foreign currency deposit

BQ. 12

1. Foreign corporation: sale vs lease (land in the Phils)

2. Foreign corporation : management (Phil. Resort)

3. Foreign corporation: operate restaurants inside the resort

BQ. 13

1. Liabilities of two vessels with respect to the damage caused to them and their cargoes

2. Cannot be determined; at fault; bearer of liability

3. Cause:FE; bearer of liability

BQ. 14

Hijacking as FM

BQ. 15

1. Intelletual property rights; copyright

2. Commissioner vs commissioned/ rightful owner/ copyright

BQ. 16

Rights and liabilities of the parties concerned