Anda di halaman 1dari 11

Requisites of obligation

Active
Passive
Prestation/ Object
Efficient cause
Sources of Obligation
Law
Contracts
Delict
Quasi-delict
Quasi-contracts
Requisites for Quasi-delict
Fault of offending party
Damage
Direct cause effect
No pre-existing relationship
Kinds of Negligence:
Acquiliana
Contractual
Criminal
Obligation of person if determinate object
Deliver thing
Take care of thing
Deliver accessories and accessions
Pay damages
Obligation of person if generic object
Deliver thing neither of superior or
inferior quality
Pay damage
Diligence required
Law
Stipulation
Good father
Kinds of fruit
Natural
Industrial
Civil
Mora Solvendi requisites
Demandable obligation
Non-performance

Demand is made

Effects of Mora Solvendi


Damages
Debtor is liable even if fortuitous event
Debtor bears risk of loss
Exception to no demand no delay
Stipulation
Law
Time is of essence
Demand is useless
Mora Accipiendi requisites
Offer of performance
Refusal without just cause
Effect of Mora Accipiendi
Creditor bears risk of loss
Damage
Preservation expense after delay
Ground for liability to pay damages
Fraud/ dolo
Negligence/ culpa
Delay/ mora
Contravention
Kinds of damages
Moral
Exemplary
Nominal
Temperate
Actual
Liquidated
Requisites of fortuitous event
Independent of will of debtor
Unforeseeable
Occurrence makes it impossible to
render
Free of debtors participation
Exception to FE: (obligation not extinguished)
Stipulation
Law
Assumption of risk

Right of creditor against debtor


Demand fulfillment
Attach properties of debtor
Accion Subrogatoria
Accion Paulina
Exception to transmissibility of rights
Stipulation
Law
Nature (personal)
Kinds of condition
Suspensive
Resolutory
Potestative
Casual
Mixed
Requisites of period
Future
Certain
Possible
Debtor losses benefit of period
Insolvent
Delay in guarantees
Impairment of thing unless replaced
Violation of undertaking
Abscond
Obligation is always joint.
Exception: a. expressly stated
b. law or nature requires solidary
Kinds of solidarity
Active
Passive
Mixed
Instance when law requires solidarity
Crime
Quasi-delict
Two appointed agency
Advance payment (payees)
Devises/ legatees
Felony
Commodatum

Modes of extinguishing obligation


Payment
Performance
Loss
Condonation
Confusion
Compensation
Novation
Annulment
Rescission
Fulfillment of Resolutory condition
Prescription
Death
Compromise
FE
Impossibility
Persons to whom payment must be made
Creditor
Successor
Authorized
Special mode of payment
Application
Cession/ assignment
Dation
Tender/ consignation
Requisite of condonation
Debt is due
Refusal by creditor
Previous notice of consignation
Consignation
Subsequent notice of consignation
Consignation automatically extinguishes
obligation (no notice needed)
Absent/unknown
Incapacitated
Refuses w/o just cause
Two or more creditors
Title to obligation is lost

Obligation not extinguished despite FE


Debtor at fault
Obligation from crime
Solution indebiti in bad faith

Delivery to 2 or more
Nature
Generic thing
Stipulated

Requisites of legal compensation


Obligors must be bound
Same debt
Demandable
No controversy by 3rd party
Requisites of expromission
Initiative of 3rd person
Consent of creditor and new debtor
Extinguishment of old debt
Presumed legal subrogation
Person with interest pays
Creditor pays another creditor of debtor
even w/o consent
3rd person pays with consent of debtor

Elements of contract
Essential
Natural
Accidental
Stages of contract
Preparation/ conception
Perfection/ birth
Consummation
Characteristics of contract
Freedom to stipulate
Compliance in good faith
Perfection through consent
Both parties mutually bound
Relativity
Exception to relativity
Non-transmissible obligation
Pour atrui
3rd person induces another to violate
Right of creditor to sue
Requisite of consent
Two or more parties
Capacitated
Freely given consent
Persons incapable of giving consent
Minors
Insane
Incapacitated
Civil interdiction
Incompetents
Vices of consent
Mistake/ error
Intimidation/ threat
Violence/ force
Undue influence
Fraud

Essential elements of contract


Consent
Object
Cause

Objects of contracts
Commerce
Transmissible
Licit
Possible

Determinate

Requisite of cause
Existing
Real
Lawful
Unenforceable contract
Unauthorized
Statute
Incapacity of both parties
Statute of fraud
Agreement not be performed within a
year
Promise to answer debt of another
Marriage
Sale of goods worth 500 or more
Lease more than 1 year
Sale of real property
Representation of credit to 3rd person
Void contracts
Contrary
Simulated
Non existing object
Outside commerce
Impossible service
Intention cant be ascertained
Void by law

When agent not liable


Authority
Indicates agent
Discloses principal
Method of transfer
Assignment
Operation of law
Negotiation
Right of endorsee in restrictive indorsement
Receive payment
Sue
Transfer
Requisites to be HIDC
Complete
Not overdue
Good faith
No infirmity
Holder for value
Rights of HIDC
Sue
Receive
Defect
No defense
Enforce
Right of HNIDC
Sue
Receive
Enforce
Defense
Requisite of payment in due course
Made at or after maturity
Paid to holder
Good faith
No notice holders title is defective

When payable to bearer


Expressly stated
Fictitious person
Inexistent
Indorsement in blank

When bill is treated as promissory


Same drawer and drawee
Incapacitated drawee
Fictitious drawee
Ambiguous
Primary liable

Maker
Acceptor

Secondary liable
Drawer
Endorser
Requisite
Written and signed
Unconditional promise or order
Payable on demand, fixed, determinable
future time
Payable to order or bearer
Drawee must be named
Features of BE
Order to pay
Signature of drawer
Drawee
Bearer instrument
Payable to bearer
Fictitious
Impersonal
Last indorsement is blank
Order instrument
Person or order
Order of person
Order of bearer

Attributes of corporation
Artificial
Law
Right of succession
Power
60% owned
Public utilities

100%

Natural resources
Educational
Shipping
Aeronautics
Financing
Bank

Security
Media
Rural bank
Rice & corn
Retail

3 fold duty of director


Obedient
Loyal
Diligent
Acts that cant be delegated to executive
committee
Action requiring shareholders approval
Filing vacancies
By laws
Cash dividend
Amendment of resolution
2/3 of ALL OCS
Merger
Amendment of AOI
Invest in another company
Dissolution
Sale of assets
Bond indebtedness
Capital stock
Delegate power to BOD to amend bylaw

2/3 of VOTING OCS


Removal of director
Ratify contract
Corporate term
Stock dividend
Majority of VOTING OCS
Election of BOD
Management contract

Majority of ALL OCS


Adopt by-law
Revoke delegation
Amend by-laws

Insurance
Public utility
Educational
Public interest

BOD can fill vacancy basta abot padin sila


quorum.
Management contract- if director own 1/3 sa
each company, managed corp dapat 2/3 of OCS
ang magvote
Exemption to pre-emptive right
Denied in articles
Compliance
Expansion
Payment of debt
Rights of stockholder
Attend and vote
Elect and remove
Amend and adopt by-laws
Pre-emptive
Voting trust agreement
Withdraw
Inspect books
Representative and derivative suit
Transfer share
Dissolution
Instances of appraisal right
Amendment of AOI
Sale of assets
Merger/ consolidation
Investing in another company
Corporate term
Person whod agree on FV of share
Named by stockholder
Named by corporation
Named by stockholder and corporation
Cant be closed corporation
Mining
Oil
Stock exchange
Banks

Essential elements of partnership


Valid contract
Mutual contribution
Intent to engage
Obtain profits
Objective is lawful
2 or more person
Contribution
Money

Property
Industry

Requirements if immovable is contributed


Public instrument
Inventory of property
Attach inventory to public instrument
Obligation of partner who is bound to deliver
specific property
Deliver
Warrant
Deliver fruits from time they should have
been delivered in case of default
Rights of capitalist partner if industrial partner
engaged in business for himself
1. Profit + damages
2. Expulsion + damages
When partner may not contribute in case of loss
Industrial partner
Stipulated
Insolvent
Exception to the rule that payment to managing
partner must be divided
Partnership debt not yet due
Onerous

Death
Insolvency
Civil interdiction
Court
Expulsion of any partner

Judicial dissolution
Insanity
Incapacity
Act prejudicial
Willful violation
Loss
Refusal to give partner profits
Refusal of partners right to participate
Rights of limited partner
Inspect partnership book
Demand info
Demand formal accounting
Dissolution by court
Receive share of profits
Prorate debt of partnership only when
(Otherwise follow the priority)
Partnership is solvent
One of creditor is limited partner

Effect when capitalist partner engages in


another business of same kind
Give profits
Bear loss

Causes of automatic dissolution


Termination of undertaking
Express will of ANY partner when no
definite term is specified
Express will of ALL partner
Violation of partnership agreement
Unlawful purpose
Loss of contribution of specific thing
BEFORE DELIVERY
Loss of contribution of use of object

Characteristics of contract of sale


Consensual
Bilateral and reciprocal
Cumulative
Principal
Onerous
Nominate
Rights in installment sale of personal property
(Recto Law)
Exact fulfilment if vendee fail to pay

Cancel sale if vendee fail to pail 2 or


more installment
Foreclose if vendee fail to pail 2 or more
installment

Person suffering from relative incapacity


Guardians
Agents
Executors/administrators
Public officials
Justices/lawyers

Liabilities of seller in bad faith if buyer is evicted


Value of thing at time of EVICTION
Income
Costs
Expenses
Damages
Vendees right if warranty is broken
Accion redhibitoria + damages
Accion quanti minoris + damages

Obligation of seller
Deliver
Transfer ownership
Warrant thing sold
Take good care of thing

Loss of thing due to hidden defect (seller in bad


faith)
Return money
Refund expenses of contract
Damages
Seller bears loss

Rights of unpaid seller


Lien
Stopping goods in transit
Resale
Rescind
Enforce payment

Loss of thing due to hidden defect (seller in good


faith)
Return money
Interest
Refund expenses of contract if paid by
buyer

When right of resale available


Perishable
Seller reserves right
Buyer is guilty of unreasonable default

Requisites before vendor is liable in sale of


animals
Existence of disease at time sale
Disease caused death
Animal died 3 days after sale

Implied warranties in contract of sale


Eviction
Defects
Fit for purpose
Merchantable in quality
Subject to condition and 1 party didnt comply,
other party may
Refuse to proceed
Waive performance of condition
Liabilities of seller in good faith if buyer is
evicted
Value of thing at time of EVICTION
Income
Costs
Expenses

Vendee not entitled to suspend payment


Vendor gives security
Stipulation
Disturbance is mere trespass
Remedies of vendor when vendee refuses to
pay/accept
Damages
Pay price
Rescission
Conventional Redemption
Return price paid
Expenses of sale
Necessary expenses
Equitable mortgage
Repurchase price is small

Vendor remains in possession


Vendor pays tax
Purchaser retains purchase price
Redemption period is extended

Requisites to pledge and mortgage


Secure obligation
Pledgor/ mortgagor are absolute owners
Free disposal of property
Characteristic of pledge
Real contract
Accessory
Unilateral
Required formalities for sale of thing pledged
Due debt
Notary

Public auction
Notice to debtor

Creation of agency
Consent of principal and agent
Operation of law
Estoppel
Ratification
Instances when agency must be in writing
SPA
Sale of land
Requiring SPAs
Payment unless performed in ordinary
course of business

Novation
Compromise
Condonation
Transfer ownership of immovable (free
or with value)
Make donations except if customary
Loan money unless urgent
Lease real property for more than 1 year
Bind principal in partnership
Bind principal to render free services
Obligate principal to be guarantor or
surety
Inheritance
Ratify obligations BEFORE agency
Strict dominion

Features of commission agent


Can act in his own name
Cant sell on credit
Agente del credere if he receives
guaranty commission

Modes of extinguishing agency


Expiration
Death, civil interdiction, insanity,
insolvency of partner or agent
Withdrawal of agent
Accomplishment of objective
Revocation
Dissolution
Instances where principal cant revoke agency
without being liable for damages
Bilateral contract
Agency is means of fulfilling an
obligation contracted
Appointed manager of partnership and
removal is unjustifiable

Anda mungkin juga menyukai