11/22/2018 1:53:00 AM

COMMERCIAL LAW REVIEW

ATTY TANADA

Sec 1,7,8,9,13,14,15,16,23,29,52 in relation to 58,88,119,120

Sec 13,14,15,16,23,29, in relation to 58,88,119,120

Big three: negotiable instruments, insurance law, corporation law (NIC)

RA 8799
AMLA
Gen banking laws

Bring codal every meeting

Reference book: Villanueva and sundiang-aquino
No special exams, but there is advance exam

22 Nov 2018

Negotiable instrument law

Sec 1,7,8,9,13,14,15,16,23,29,52 in relation to 58,88,119,120: liability of

accommodation party, holder in due course, memorize
Only two kinds of negotiable instrument: promissory note and bill of
exchange

Graded recitation:
Midterm: negotiable instrument and insurance
Finals: corp and other special laws

Sec 1-16 graded recitation on Thursday.

To do: Download codal for negotiable instrument tonight

NEGOTIABLE INSTRUMENT: a written contract for the payment of money

which is intended as substitute for money and passes from one person to
another as money, in such manner as to give a holder in due course the
right to hold the instrument free from defenses available to prior parties.

Blank indorsement: no indorsee is specified and it is done by affixing the

indorser’s signature.

Special indorsement: designates the indorsee. “pay to X”

The holder may convert a blank indorsement to a special indorsement by
writing over the signature of the indorser in blank any contract consistent
with the character of the indorsement.

QUALIFIED INDORSEMENT: constitutes the indorser a mere assignor of the

title to the instrument. It may be made by adding to the indorser’s signature
the words “without recourse” or any words of similar import. Such an
indorsement does not impair the negotiable character of the instrument.

CONDITIONAL INDORSEMENT: the party required to pay the instrument may

disregard the condition and make payment to the indorsee or his transferee
whether the condition has been fulfilled or not.

RESTRICTIVE INDORSEMENT:
prohibits the further negotiation of the instrument (pay to x only)
constitutes the indorsee the agent of the indorser (pay to X for collection)
vest the title in the indorsee in trust for or to the use of some other persons.
(pay to X in trust for Y)

WHAT CONSTITUTES A HOLDER IN DUE COURSE- a holder in due course is

a holder who has taken the instrument under the ff conditions: sec 52
that it is complete and regular upon its face
that he became a holder of it before it was overdue, and without notice that
it has been previously dishonored, if such was the fact
that he took it in good faith and for value
that at the time it was negotiated to him, he had no notice of any infirmity in
the instrument or defect in the title of the person negotiating it
 sec 1. WUPOA
It must be in writing and signed by the maker or the drawer
It must contain an unconditional promise to pay or order to pay a sum
certain in money
It must be payable to order or to bearer
It must be payable on demand or at a fixed determinable future time
Where the instrument is addressed to a drawee, he must be named or
otherwise indicated therein with reasonable certainty

BEARER INSTRUMENT ORDER INSTRUMENT NOT NEGOTIABLE

“Pay to the bearer” Pay to the order of Pay to Jhon Jones
“Pay to the order of Jhon Jhon Jones (note)
or bearer” Pay to John Jones,
“Pay to Jhon Jones or bearer
bearer Pay to Jhon Jones
Pay to cash” (check)
Pay to the order of cash

An instrument is payable to order if payable to:

order of identified person
an identified person or that person’s order
REAL DEFENSES PERSONAL DEFENSES
1. Minority (available only to the Failure or absence of
minor) consideration
2. forgery Illegal consideration
3. non delivery of the incomplete Non delivery of complete
instrument instrument
4. material alteration Conditional delivery of complete
instrument
5. ultra vires acts of the Fraud in inducement
corporation
6. fraud in Factum or in esse
contractus
7. illegality- if declared void for
any purpose
8. vicious force or violence
9. want of authority
10. prescription
11. discharge in insolvency
Filling up blank not within
authority
Filling up blank beyond reasonable
time
Transfer in breach of faith
Transfer in breach of faith
Mistake
Insertion of a wrong date
Ante-dating or post-dating for
illegal fraudulent purpose

29 Nov 2018

payable to a person named therein OR bearer.

Elijah or bearer. But, Elijah, bearer

Sec 23>

Forgery in indorsers: the persons subsequent to the forgery cannot enforce

the instruments to indorsers prior to the forgery.

Their recourse is to collect from parties after the forgery.

Consideration

41 and 42 apply only to section 8, order instrument

44 refer to 19,20,21
47 correlate to 119

30-

qualified indorsement: without recourse; indorses the instrument with no

liability
conditional indorsement—other indorsers are in trust
but holder can collect from other indorsers other than the one with
conditional indorsement.

42-67: negotiation by delivery, but only to the person immediately deriving

title from you,

graded recit 70-120

 11/22/2018 1:53:00 AM

3 Nov

4 limitations of the power to tax (PINT)

 public purpose
 international comity
 non delegation of the power to tax
 tax exemptions granted government agencies or instruments

CONSTITUTIONAL LIMITATIONS OF THE POWER TO TAX

 DUPE-NAN-PPF-GENE GEM

 DUE PROCESS OF LAW

 UNMIFORMITY
 PROGRESSIVE SYSTEM OF TAXATION
 EQUAL PROTECTION OF LAWS
 NON IMPAIRMENT OF CONTRACTS
 APPROPRIATION, REVENUE AND TARIFF BILLS MUST ORIGINATE
EXCLUSIVELY IN THE HOUSE OF REP

 PRESIDENTIAL VETO
 PRESIDENTIAL POWER TO FIX TARIFF
 FREEDOM OF THE PRESS AND RELIGION
 GRANT OF TAX EXEMPTION FROM PROPERTY TAX OF PROPERTIES
 NO PUBLIC MONEY OR PROPERTY USED FOR A PARTICULAR SEC, PRIEST,
PRIEST, RELIGIOUS MIN
 GRANT OF POWER OF TAXATION TO LOCAL GOVERNMENT UNITS
 EXCLUSIVE APPELLATE JURISDICTION OF THE SC OVER JUDGMENT OF
LOWER COURTS INVOLVING LEGALITY OF TAXES, IMPORTS,
ASSESSMENT, FEES, PENALTY
 MONEY COLLECTED FOR SPECIAL PURPOSE SHALL BE CONSIDERED A
SPECIAL FUND

 YES OR NO, REASON, THEN LEGAL BASES



 Bir did not simply interpret the law, it issued a legislative rule which is in
the nature of subordinate legislation, designed to implement a primary
legislation by providing the details thereof.

 Uniformity rule
 Tolentino v Sec of Finance, 249 SCRA 628
 It is contended that expanded EVAT is violative of the constitutional rule
that taxes should be uniform and equitable. It is advanced that EVAT is
“oppressive, discriminatory, and unjust”. How were those objections
disposed in the case?

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