Category Archives: Business & Corporate

Cram-Down Clause under the Financial Rehabilitation and Insolvency Act (FRIA) of 2010

Cram-down is the power of the rehabilitation court to approve and implement a rehabilitation plan notwithstanding the objection of the majority of creditors. As noted in the case of Bank of the Philippine Islands vs. Sarabia Manor Hotel Corporation (G.R. No. 175844, 29 July 2013), the “cram-down” clause, which is currently incorporated in Section 64 of Republic Act No. 10142, also known as the Financial Rehabilitation and Insolvency Act (FRIA) of 2010, “is necessary to curb the majority creditors’ natural tendency to dictate their own terms and conditions to the rehabilitation, absent due regard to the greater long-term benefit of all stakeholders. Otherwise stated, it forces the creditors to accept the terms and conditions of the rehabilitation plan, preferring long-term viability over immediate but incomplete recovery.” Section 64 reads: Continue reading

Republic Act No. 10667: Philippine Competition Act

Republic of the Philippines
Congress of the Philippines

Metro Manila

Sixteenth Congress

Second Regular Session

Begun and held in Metro Manila, on Monday, the twenty-eighth day of July, two thousand fourteen.

Republic Act No. 10667

AN ACT PROVIDING FOR A NATIONAL COMPETITION POLICY PROHIBITING ANTI-COMPETITIVE AGREEMENTS, ABUSE OF DOMINANT POSITION AND ANTI-COMPETITIVE MERGERS AND ACQUISITIONS, ESTABLISHING THE PHILIPPINE COMPETITION COMMISSION AND APPROPRIATING FUNDS THEREFOR

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Testing the Limit of Starbucks Warmth in the Philippines

A couple of things immediately stand out when referring to Starbucks. For one, the company is understandably proud of its baristas. This Seattle-born company is passionate about coffee but if we consider that Filipinos have not always consumed coffee at the Starbuck’s price range, it’s easy to see that service and ambiance are important factors why patrons flock to Starbucks.

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Republic Act No. 10667: Philippine Competition Act

Republic of the Philippines
Congress of the Philippines

Metro Manila

Sixteenth Congress

Second Regular Session

Begun and held in Metro Manila, on Monday, the twenty-eighth day of July, two thousand fourteen.

Republic Act No. 10667

AN ACT PROVIDING FOR A NATIONAL COMPETITION POLICY PROHIBITING ANTI-COMPETITIVE AGREEMENTS, ABUSE OF DOMINANT POSITION AND ANTI-COMPETITIVE MERGERS AND ACQUISITIONS, ESTABLISHING THE PHILIPPINE COMPETITION COMMISSION AND APPROPRIATING FUNDS THEREFOR

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Philippine Mining: The Grandfather Rule for Foreign Investments

If you are a foreign investor thinking of putting in capital for mining businesses in the Philippines, you must have asked if there is a limit on foreign ownership for Philippine mining companies. The Supreme Court again discussed this issue in a recent ruling denying a motion for reconsideration filed by certain mining companies in the Philippines. The controversy is anchored on the requirement that mining, among other activities, is reserved by the Constitution — the highest law of the land — for Filipinos. Sec. 2, Art. XII of the Constitution, which provides that the exploration, development, and utilization of of natural resources is reserved to Filipinos, whether natural persons or juridical persons. Filipino juridical persons refer to “corporations or associations at least sixty per centrum of whose capital is owned by such citizens.” Continue reading

Principal Office Address: Amending the Articles of Incorporation

Corporate compliance, just like tax and other reportorial requirements, is easier if handled by an army of staff, whether organic or outsourced. For small and medium entrepreneurs (SMEs), however, employees cannot be considered as mere items of expense in the corporate books, for the simple reason that SMEs are naturally saddled with a lower spending cap. The enterepeneur ends up doing the marketing and selling, while performing the administrative backend, including corporate compliance.  Continue reading

Business and the Power of Social Media

Anyone who knows the internet, even those who knows the net without actively browsing the web, knows the strong impact of social media, which includes facebook, twitter and instagram, on the way business is being done. This is abundantly clear when it comes to marketing. The recent “tshirt controversy” highlights the impact of social media on customer feedback and corporate image.

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