Piercing

1. Defeat public convenience

2. Justify a wrong
3. Defend a crime
4. Corp is a mere alter ego/business conduit
Business Opportunity Rule Whenever a director acquires by virtue of his office a business opportunity
belonging to the corporation thereby obtaining profits to the prejudice of the corporation, he shall
account for the proceeds derived therefrom. Ratify: 2/3 OCS
Derivative Suit; Reqs:
1. Stockholder must have exhausted all remedies within the corporation
2. Stockholder at the time of the act or transaction
Accomodation party One who has signed the instrument as maker, drawer, acceptor without receiving
value therefor for the purpose of lending his name to some person.
HIDC
1. Instrument is clear and regular upon its face
2. He took it in Good Faith and for value
3. He became a holder before it was overdue and without notice of prior dishonour if such was the
case
4. No notice of any Defect in title of the person indorsing or infirmity in the instrument
Effects of a Crossed-check:
1. May not be encashed but only deposited in a bank
2. May be negotiated only once
3. Serves as a warning that it has been issued for a specific purpose
Insurable interest in property
Any interest in property or liability which may damnify him
Insurable interest in life
1. Himself, Spouse, children
2. Person he depends wholly or in part for education, support or he has pecuniary interest
3. Person under legal obligation to him for payment of money
4. Any person whose life, any estate or interest, depends on him
Interest in Operation of Public Utility:
1. Filipino Citizens
2. 60% Filipino-owned Corporations
Limited Liability Rule Civil Liability Contracted by the ship owner shall be understood as limited to the
value of the vessel and its appurtenances.
Doctrine of Inscrutable Fault Both are guilty, bear their own loss and liable to the cargoes jointly.
COGSA - Prescriptive Period to file action is 1 year from loss, time it shouldve been delivered, etc.
Letter of Credit Engagement by a bank at the request of a customer that the bank will honor a draft or
other demands for payment with the condition specified in the credit.
Trust Receipt It is a written or printed document signed by the entrustee in favour of the entruster
whereby the latter releases the goods to the former upon the entrustees promise to hold on the goods,
to sell the goods and to return the proceeds to the extent owing to the entruster, or to return the goods
in case it is not disposed of.
Liability for Estafa Misappropriating the Goods given in trust or commission
Bulk Sales Law Coverage
1. Not in the course of trade or business
2. In the Course of trade of business All or substantially all assets (equipment and fixture)
Banking; Limitation on Loan Accomodations:
Real Property - Not Exceed 75% Appraised Value of Real Estate and 60% Appraised Value of insured
improvements
Security in Chattel Not Exceed 75%
Secrecy of Bank Deposits
Purpose
1. To give encouragement to the people to deposit their money in banking institutions and to discourage
private hoarding (Sec. 1)
2. So that the peoples money may be properly utilized by banks in authorized loans to assist in
the economic development of the country.(Sec. 1)
Coverage : All deposits of whatever nature
Exceptions:
1. Written permission
2. Impeachment
3. Order of the court in cases of:
a. Bribery
b. Dereliction of duty
c. Money deposited is the subject matter of litigation
4. Anti-Money Laundering Act
5. Order of court in case of unexplained wealth RA 3019

FCDU
Exceptions:
1. Permission
2. Garnishment
Patentable Inventions.
1. Technical solution of a problem in any field of human activity
2. involves an inventive step
3. industrially applicable
Doctrine of Equivalents The device appropriates a prior invention and with some modifications but it
performs substantially just the same
Employees copyright If it is not part of his regular duties
Commissioned work Commissioner shall have right of ownership to the work but copyright belongs to
the commissioned artist if no stipulation to the contrary.