Export Processing Zone Authority vs. CHRG.R. No. 101476, 14 April 1992 Facts Certain parcels of land in Cavite were designated as Export Processing Zones by PD 1980. It was later sold to…
Author: Bryan Villarosa
Juris Doctor | Legal researcher, writer, and website developer.
Lao vs. Lao Digest (Oct. 2008)
Lao vs. Lao, G.R. No. 170585, October 6, 2008 Facts Petitioners David Lao et al filed with the SEC against respondent Dionision Lao, president of Pacific Foundry Shop Corp (PFSC) praying that…
Business Judgment Rule
The will of the majority of the Board members control corporate affairs and contracts intra vires and the courts will not interfere unless such contracts are unconscionable and oppressive amounting to destruction…
Trust Fund Doctrine
Trust Fund Doctrine considers the subscribed capital as a trust fund for the payment of debts of the corporation to which the creditors may look for satisfaction. (NTC vs. CA) How can…
Dividends
These are surplus corporate profits (coming from unrestricted retained earnings) which are [SDD] set apart, declared, and ordered to be distributed to stockholders. Profits are not dividends. As long as a profit…
RCCP Sec. 35 vs. Sec. 41 Corporate Investment
Section 35 Section 41 What may be exercised General and implied powers Investment only, not under implied power Investment of funds For primary purpose (an implied power under 35[k]) In another corporation,…
Treasury Shares
Treasury shares are those previously issued by the company and fully paid by subscribers but are subsequently reacquired by the issuing corporation through PDFRL (purchase, donation, forfeiture, redemption, or lawful means) Nature…
Stocks vs. Bonds
Stocks Bonds Nature A unit of ownership of the company A loan to the company Profits over time Intended to appreciate in value through time (not guaranteed) Pays fixed interest over time…
Bad Faith
It is factual and evidentiary. It does not mean bad judgment or negligence because it imports a dishonest purpose or some moral obliquity and conscious wrongdoing. It means breach of a known…
Gross Negligence
From the Court’s standpoint, the defendant’s casual manner, insouciance and nonchalance, nay, indifference, to the predicament of the distressed corporation glaringly exhibited a lackadaisical attitude from a top office of a corporation,…
English