MERCANTILE LAW

Corporation
Banking
Insurance
Transportation
Intellectual Property Law

INSURANCE

Jurisdiction in marine insurance is concurrently held by the insurance

commissioner and regular courts (depends on the amount whether MTC or
RTC).

CASES:

1. Rizal surety vs. CA

2. Philam vs. CA

Mandatory Clauses in Life Insurance:

1. 30-day grace period is mandatory in Life Insurance.

2. Incontestability Clause
3. There must be a statement regarding the age of the insured
4. Reinstatement (within 3 years from the death of default)

Cash and Carry principle

Read RA 11057

Note: the change of interest suspends the insurance until the interest and ownership of
the thing is vested in one person.

Under “no-fault” cause – if the claim for physical injuries does not exceed 15,000, the
victim may immediately claim against insurer.

When the vessel becomes unseaworthy during the voyage, unreasonable delay in the
repair may exonerate the insurer from any loss arising from that delay, however, if such
delay is covered by other insurance, such insurer shall be liable.

Note: During reinstatement in Life Insurance, new period shall commence.

Period of reinstatement - 3 years from the lapse of the grace period.

Read Geagonia vs. CA

1. Micro insurance – it is a financial insurance for the poor.

2. Bank assurance – insurance within the bank.
3. Reassurance
4. Reinsurance
Preneed plans – it provides for the payment of future services.

CORPORATION CODE

Note:
OLD - 5000 minimum capital, 25% of which should be subscribed, out of the 25%
subscribed stocks, 25% of which should be paid.

New – No minimum requirement.

OLD – limit is 50 years renewable for another 50 years.

New – Perpetual
Note: life of the corporation should be communicated within 2 years, otherwise, it will
be perpetual.

New – allows 5 years dormancy.

Old – 2 years to resume.

New – corporation vested with public interest. Ex. Those with assets with 50M

New – from 5 to 1 director.

Old – Minimum of 5.

Old – 3 mandatory officers. (President, Treasurer, Corporate Secretary)

New – the same, however, for corporation vested with public interest, added
compliance officer.

Old – a corporation may not be a partner to a partnership.

New – corporation is allowed to enter into a partnership or joint venture.

Arbitration clause added – a clause that allows the parties to resort first to arbitration
before going to court.

New – the SEC can now conduct within 5 days an investigation and may issue an order
of investigation upon complaint of the shareholder.

New – the SEC may now issue license to foreign corporation provided they deposit an
amount of 500K. after 6 months after evaluation, SEC may require additional securities
sufficient to pay up future creditors.

New – voting in absentia is now allowed but via remote communication.

In one-person corporation – the mere ownership of all stocks is not sufficient ground to
disregard the separate personality because corporate power is not vested with the
stockholder but on the corporation.