Professional Documents
Culture Documents
Chapter I. INTRODUCTION
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Asia Banking Corp. V. Standard Products
Cranson v. IBM
Salvatierra v. Garlitos
Albert v. University Publishing Co., Inc.
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Chapter V. PROMOTER’S CONTRACTS PRIOR TO INCORPORATION
Citibank NA v. Chua
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Ramirez v. Orientalist Co. and Fernandez
Lopez v. Ericta
Zachary v. Milin
PNB v. CA
Yu Chuck v. Kong Li Po
The Board of Liquidators v. Heirs of Maximo Kalaw
Zamboanga Transportation v. Bachrach Motor Co.
Acuna v. Batac Producers Cooperative Marketing Assoc.
Abercrombie v. Davies
Everett v. Asia Banking
Mackin v. Nicollet Hotel, Inc.
NIDC v. Aquino
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(c) Pooling and voting agreements
Govt. v. El Hogar
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Barreto v. La Previsora
Central Coop Exchange v. Tibe
Fogelson v. American Woolen Co.
Kerbs v. California Eastern Airways
Strong v. Repide
Taylor v. Wright
Gokongwei v. SEC
Singer v. Carlisle
Irving Trust v. Deutsch
Litwin v. Allen
(1) Nature and Basis of derivative suit: distinguished from individual and representative suit
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Evangelista v. Santos
Republic Bank v. Cuaderno
Reyes v. Tan
SMC v. Kahn
Participating v. Non-participating
Cumulative v. Non-Cumulative
Discretionary Dividend Type
Mandatory Dividend Type
Earned cumulative or dividend credit type
Hay v. Hay
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(a) Pre-incorporation subscription
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(2) Liability on Watered Stocks
Velasco v. Poizat
Lingayen Gulf Electric v. Baltazar
Miranda v. Tarlac Rice Mill Co.
Da Silva v. Aboitiz
National Exchange v. Dexter
Lumanlan v. Cura
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(5) When Right to Dividends Vests; Rights of Transferee
*5 Marcus v. RH Macy
Uson v. Diosomito
Rivera v. Florendo
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(2) Restrictions on Transfer; Close Corporations
(e) Failure to organize and commence business; cessation of business for 5 years
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(2) Quo Warranto proceedings
Reyes v. Blouse
Edward J. Nell Co. v. Pacific Farms
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(2) Methods of Entry of Investment
Mentholatum v. Mangaliman
Facilities Management Corp. v. de la Osa
Merryl Lynch Futures v. CA
Pacific Vegetable Oil v. Singson
Aetna Casualty & Surety Co. v. Pacific Star Line
Topweld Manuel v. ECED
Antam Consolidated v. CA
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Chapter XIX. SPECIAL AND MISCELLANEOUS PROVISIONS
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GUIDE QUESTIONS:
Chapter I. INTRODUCTION
(1) What are the kinds of corporations? Differentiate them from each other.
(2) What advantages does a corporation have over other kinds of business organizations? What are
the disadvantages of a corporation?
(1) Under what circumstances can a promoter be held liable? When is he exempt from liability?
(2) When can a corporation assume the obligations and liabilities of a promoter?
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(b) Stockholders’ meetings
(6) What is the numerical requirement for:
(a) Election of directors
(b) Removal of directors
(c) Merger and consolidation
(d) Amendment of by-laws
(7) What are the devices affecting control of the corporation? Distinguish them from each other.
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