UNIVERSITY OF THE EAST
COLLEGE OF BUSINESS ADMINISTRATION
Caloocan
DEPARTMENT OF ACCOUNTANCY, BUSINESS LAW & TAXATION (ACLAT)
UNIVERSITY MISSION STATEMENT:
Imploring the aid of Divine Providence, the University of the East dedicates itself to the service of youth, country, and God, and
declares adherence to academic freedom, progressive instruction, creative scholarship, goodwill among nations, and constructive
educational leadership.
Inspired and sustained by a deep sense of dedication and a compelling yearning for relevance, the University of the East hereby
declares as its goal and addresses itself to the development of a just, progressive, and humane society.
UNIVERSITY VISION STATEMENT:
As a private non-sectarian institution of higher learning, the University of the East commits itself to producing, through relevant and
affordable quality education, morally upright and competent leaders in various professions, imbued with a strong sense of service to their
fellowmen and their country.
CORE VALUES:
The University adheres to the core values of Excellence, Integrity, Professionalism, Teamwork, Commitment, Transparency,
Accountability, and Social Responsibility.
GUIDING PRINCIPLES:
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The Institution declares the following to be its guiding principles:
1. Dedication forever to the service of youth, country, and God; training the youth to become good and competent citizens; promoting a
deep and abiding loyalty to the Motherland and her own way of life; and serving the will of the Creator;
2. Active encouragement of academic freedom, the only road to the realm of wisdom and truth;
3. Constant attunement of curricula to the changing needs of individuals and nations in civilizations and cultures ceaselessly being
enriched by technology, science, and scholarship;
4. Encouragement to the utmost of scholarship and research toward the broadening of knowledge to new horizons and the augmenting
of mankind's harvest of freedom, contentment, and abundance;
5. Promotion, through the bonds of culture, of international amity and goodwill as basis for the enduring world peace long dreamed of by
men; and
6. Uttermost endeavor to attain and keep a position at the vanguard of higher education so that, as a beacon light to all the Orient, it may
attract to its campuses promising youth from many lands in search of wisdom and truth.
INSTITUTIONAL OUTCOMES:
In pursuit of its vision and mission, the University will produce GRADUATES
 attuned to the constantly changing needs and challenges of the youth within the context of a proud nation, its enriched culture in
the global community;
 able to produce new knowledge gleaned from innovative research – the hallmark of an institution’s integrity and dynamism; and
 capable of rendering relevant and committed service to the community, the nation, and the world.
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COLLEGE MISSION STATEMENT:
The College of Business Administration commits itself to prepare the youth through relevant, responsive and ethical curricular programs into
morally upright, competent and well – rounded entrepreneurs, accountants and business managers.
COLLEGE VISION STATEMENT:
The College of Business Administration of the University of the East aims to be recognized as one of the top five producers of highly
competent graduates who possess the knowledge, skills, values and attitudes that prepare them to compete on an even keel in both the local and
global workplace in the 21st century.
COLLEGE GOAL:
The College of Business Administration is committed to provide equal opportunities in quality business education, consistent with
the UE Mission and our national aspiration, and geared towards global interdependence.
PROGRAM EDUCATIONAL OBJECTIVES:
1. Demonstrate a clear awareness and understanding of the basic foundation in accounting principles to strengthen proficiency in advanced
theory, practices and principles through the use of accounting software.
2. Assess the authenticity and reliability of the international accounting practices.
3. Ensure that students have a well – rounded background in business ethics and effective communication skills.
4. Reinforce students for careers in accounting and related fields, and make them ready to deal effectively with real – life situations as
professional accountants, researchers and responsible citizens.
5. Equip students for the CPA Licensure Examination and assume employment in Accountancy.
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PROGRAM OUTCOMES:
Programs Outcomes Addressed by the Course
Introduced
Enhanced
Demonstrated
(I)
(E)
(D)
Program Outcomes
Demonstrate working knowledge in the areas of financial accounting and
reporting, cost accounting and management, management accounting,
auditing, accounting information systems and accounting research.
Demonstrate self – confidence in performing functions as a professional accountant.
Employ technology as a business tool in capturing financial and non – financial
information, preparing reports and making decisions.
Apply acquired knowledge and skills to pass professional licensure / certification
examinations.
Appraise ethical problems / issues in practical business and accounting situations
and recommend appropriate course of action that adheres to the professional code of
ethics.
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✓
✓
✓
✓
✓
COURSE SYLLABUS IN
BUSINESS LAWS AND REGULATIONS
Academic Year 2021 to 2022
Course Code
BSA 1203
Course Title
BUSINESS LAWS AND REGULATIONS
Lecture
Credit Units
3 UNITS
Laboratory /
Studio
Course Code
BSA 1102
Course Title
LAW ON OBLIGATIONS AND CONTRACTS
Pre-requisite(s)
Course Description:
This course is intended to give the students a broad knowledge of legal provisions governing business associations – partnership,
corporation and cooperatives. Topics include: nature of partnership; elements and kinds of partnership; formalities required; rules of
management; distribution of profit and losses; modes and retirement requirements; limited partnership; nature and classes of corporation;
incorporation and organization of private corporation; powers of corporation; powers, duties, rights and obligations of stockholders; majority and
minority control; by laws; meetings; corporate reorganization; non – stock corporation; modes of dissolution and liquidation; foreign
corporations; withdrawal from business; corporate books; securities regulation code; organization and registration of cooperatives;
administration; responsibilities, rights and privileges of cooperatives; capital and property of funds; right of the members; allocation and
distribution of funds; types and categories of cooperatives; merger and consolidation of cooperatives and dissolution of cooperatives.
COURSE OUTCOMES
Upon completion of the course, the learner will be able to:
1. Explain the principles governing the different business organizations including cooperatives.
2. Distinguish the different forms of business organizations.
3. Explain how different forms of business organization are organized.
4. Explain the administration and operations of different business organizations
5. Demonstrate critical thinking on legal provisions in organization of partnership, corporation and cooperative.
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LEARNING MATRIX
Week Hours
Learning Outcomes
Content
At the end of the lesson, the learner
will be able to:
A. LAW ON PARTNERSHIP
Article 1767-1827
1. Nature of partnerships, and its
difference from a corporation
2. Kinds of partnerships
3. Formalities required
4. Rules of management
5. Obligations of partners
5.1. to the partnership and to
the partners
5.2. to third persons
6. Rights of partners
7. Sharing of profits and losses
8. The dissolution and winding
up
9. Limited partnerships
 Understand the nature of
partnerships
 Distinguish partnership from
corporations
 Discuss the elements and
differentiate the kinds of
partnerships
1st –
2nd
6
 Identify the requirements in
the formation of partnerships
 Explain and illustrate the
rules of management,
distribution of profits and
losses, and sharing of losses
and liabilities
Teaching-Learning Activities
Name/Title
Synch
Asynch
Resources
Assessment
Lecture/Discussions
✓
Powerpoint Presentations
Assignments
Work-Along exercises
✓
Video Recordings
Seatwork
Seatwork/Homework
Exercises
 Define the modes of
dissolution
 Discuss the nature of limited
partnerships
Page 6 of 16
✓
Canvas Pages, Activities,
and Quizzes
Recitations
Texbook and online
references
Quizzes
 Understand the nature of
corporations
 Differentiate the various
classes of corporations
3rd
3
 Discuss how the nationality
of corporations are
determined
 Explain the doctrines on
corporate juridical personality
 Describe a corporation’s
capital structure
4th
3
 Enumerate and differentiate
the classes of stocks
 Identify and discuss the
requirements and process of
formation of a corporation
5th
-
6th
6
 Be familiar on the required
documents for the
incorporation and
commencement of corporate
existence.
 Explain the rules in election
of directors/trustees,
adoption of by-laws and the
B. LAW ON CORPORATION
1. Nature and characteristics of
a corporation
2. Classes of corporations
3. Nationality of corporations
3.1 Control test
3.2 Grandfather rule
4. Doctrines on corporate
juridical personality
4.1 Doctrine of separate
juridical personality
4.2 Doctrine of piercing the
corporate veil
Lecture/Discussions
✓
Powerpoint Presentations
Assignments
Work-Along exercises
✓
Video Recordings
Seatwork
5. The capital structure of a
corporation
5.1 Number and qualifications
of incorporators
5.2 Subscription requirements
5.3 Corporate term
5.4 Classification of shares
Lecture/Discussions
Work-Along exercises
6. Process of incorporation and
organization
6.1 Promoter
6.2 Subscription contract
6.3 Pre -incorporation
subscription agreements
6.4 Consideration for stocks
6.5 Articles of incorporation
6.6 Corporate name;
limitations on use of
corporate name
6.7 Registration, incorporation
and commencement of
corporate existence
Lecture/Discussions
Work-Along exercises
✓
Seatwork/Homework
Exercises
Canvas Pages, Activities,
and Quizzes
Recitations
Texbook and online
references
Quizzes
✓
Powerpoint Presentations
Assignments
✓
Video Recordings
Seatwork
✓
Seatwork/Homework
Exercises
Seatwork/Homework
Exercises
Page 7 of 16
Canvas Pages, Activities,
and Quizzes
Recitations
Texbook and online
references
Quizzes
✓
Powerpoint Presentations
Assignments
✓
Video Recordings
Seatwork
✓
Canvas Pages, Activities,
and Quizzes
Recitations
Texbook and online
references
Quizzes
use of corporate charter.
6.8 Election of directors or
trustees
6.9 Adoption of by –laws
6.10 Effects of non-use of
corporate charter
PRELIMINARY EXAMINATION
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LEARNING MATRIX
Week Hours
Learning Outcomes
 Discuss the powers of a
corporation
 Identify and discuss the
powers, duties, rights, and
obligations of
stockholders
 Differentiate majority
control and minority
control
 Explain the Trust Fund
Doctrine
7th –
8th
3
 Discuss the purpose and
rules governing corporate
meetings and other affairs
of the board of directors
and stockholders
Content
C. LAW ON CORPORATION
(CONTD.)
7. The corporate powers of
corporations
7.1 General powers; theory of
general capacity
7.2 Specific powers; theory of
specific capacity
7.3 Power to extend or shorten
corporate term
7.4 Power to increase or
decrease capital stock or
incur, create, increase
bonded indebtedness
7.5 Power to deny pre-emptive
rights
7.6 Power to sell or dispose
corporate assets
7.7 Power to acquire own shares
7.8 Power to invest corporate
funds in another corporation
or business
7.9 Power to declare dividends
7.10 Power to enter into
management contract
7.11 Ultra vires acts
7.12 Doctrine of individuality of
subscription
7.13 Doctrine of equality of
shares
8. Trust fund doctrine
9. The rights and obligations of
stockholders and members
9.1 Fundamental rights of a
Teaching-Learning Activities
Name/Title
Synch
Asynch
Resources
Assessment
Lecture/Discussions
✓
Powerpoint Presentations
Assignments
Work-Along exercises
✓
Video Recordings
Seatwork
Seatwork/Homework
Exercises
Page 9 of 16
✓
Canvas Pages, Activities, and
Quizzes
Recitations
Texbook and online references
Quizzes
9.2
9.3
9.4
9.5
 Define and explain the
role of Board of Directors
and Corporate Officers

9th –
10th
11th
3
3
 Discuss the various
capital affairs and
transactions by a
corporation
stockholder
Participation in management
Proprietary rights
Remedial rights
Meetings
10. The role of the board of directors
and trustees
10.1 Repository of corporate
powers
10.2 Tenure, qualifications and
disqualifications of
directors
10.3 Corporations vested with
public interest
10.4 Independent directors
10.5 Elections
10.6 Removal
10.7 Filling of vacancies
10.8 Compensation
10.9 Disloyalty
10.10 Personal liabilities
10.11 Responsibility for crimes
10.12 Special fact doctrine
10.13 Inside information
10.14 Contracts
10.15 Between corporations with
interlocking directors
10.16 Executive and other
special committees
10.17 Meetings
Lecture/Discussions
✓
Powerpoint Presentations
Assignments
Work-Along exercises
✓
Video Recordings
Seatwork
11. The capital affairs of
corporations
11.1 Certificate of stock
11.2 Watered stocks
Lecture/Discussions
Work-Along exercises
✓
Seatwork/Homework
Exercises
Seatwork/Homework
Page 10 of 16
Canvas Pages, Activities, and
Quizzes
Recitations
Texbook and online references
Quizzes
✓
Powerpoint Presentations
Assignments
✓
Video Recordings
Seatwork
✓
Canvas Pages, Activities, and
 Enumerate the kinds and
availability of corporate
books

 Discuss the modes of
dissolution and liquidation
12th
3
 Understand the nature of
non stock corporations,
educational and religious
corporations
11.3 Payment of balance of
subscription
11.4 Sale of delinquent shares
11.5 Alienation of shares
11.6 Elaborate and identify
corporate books and
records
12. Modes and methods of
dissolution and liquidation
13. Operation of other corporations
13.1 Non-stock corporations
13.2 Educational corporations
Religious corporations
Exercises
Quizzes
Recitations
Texbook and online references
Quizzes
Lecture/Discussions
✓
Powerpoint Presentations
Assignments
Work-Along exercises
✓
Video Recordings
Seatwork
Seatwork/Homework
Exercises
MIDTERM EXAMINATION
Page 11 of 16
✓
Canvas Pages, Activities, and
Quizzes
Recitations
Texbook and online references
Quizzes
LEARNING MATRIX
Week
Hours
Learning Outcomes
 Understand and discuss
the nature, organization
and operation of one
person corporations
13th
3
 Understand and discuss
the nature, organization
and operation of foreign
corporations
14th
3
Teaching-Learning Activities
Content
Name/Title
Synch
Asynch
Resources
Assessment
D. ONE PERSON CORPORATIONS
1. Organization and operation of one
person corporations
1.1 Excepted corporations
1.2 Capital stock requirement
1.3 Articles of incorporation and
by-laws
1.4 Corporate name
1.5 Corporate structure and
officers
1.6 Nominee
1.7 Liability
1.8 Conversion of corporation to
one person corporations and
vice-versa
Lecture/Discussions
✓
Powerpoint Presentations
Assignments
Work-Along
exercises
✓
Video Recordings
Seatwork
E. FOREIGN CORPORATIONS
1. Organization and operation of
foreign corporations
1.1 Bases of authority over
foreign corporations
1.2 Necessity of a license to do
business
1.3 Personality to sue
1.4 Suability of foreign
corporations
1.5 Instances when unlicensed
foreign corporations may be
allowed to sue (isolated
transactions)
1.6 Grounds for revocation of
license
Lecture/Discussions
Work-Along
exercises
✓
Canvas Pages, Activities,
and Quizzes
Recitations
Texbook and online
references
Quizzes
✓
Powerpoint Presentations
Assignments
✓
Video Recordings
Seatwork
Seatwork/Homework
Exercises
✓
Seatwork/Homework
Exercises
Page 12 of 16
Canvas Pages, Activities,
and Quizzes
Recitations
Texbook and online
references
Quizzes
 Explain corporate
reorganization and
discuss the different
modes of business
combination
15th
3
 Understand and discuss
how offenses are
investigated and the
penalties which may be
imposed for violations of
the code
 Explain the concept of
corporate governance and
how it affects the
operation of a corporation
 Enumerate and describe
the kinds of securities
16th
3
 Discuss
the
different
provisions
of
the
securities regulation code
including SEC circulars
and issuances and the
code
of
corporate
governance.
 Familiarize the information
contained in the general
information sheet and the
place and timing of filing
the
annual
audited
financial statements
F. OTHER PROVISIONS ON
CORPORATIONS
1. Merger and consolidation
1.1 Definition and concept of
merger and consolidation
1.2 Constituent and consolidated
corporation
1.3 Articles of merger or
consolidation
1.4 Procedure, effectivity,
limitations and effects
2. Investigations, offenses, and
penalties on corporations
2.1 Authority of the
Commissioner
2.2 Sanctions and violations
3. Concepts of corporate governance
Lecture/Discussions
✓
Powerpoint Presentations
Assignments
Work-Along
exercises
✓
Video Recordings
Seatwork
G. SECURITIES, SRC RULE 68 AND
SEC ISSUANCES
4. Discussion on securities
4.1 Kinds of securities
4.2 Procedure for registration of
securities
4.3 Prohibition on fraud,
manipulation and insider
trading
4.4 Protection of shareholder
interests
5. Provisions of Securities Regulation
Code (SRC) rule 68
6. SEC issuances
6.1 Memo Circulars
6.2 Opinions
Lecture/Discussions
Work-Along
exercises
✓
Canvas Pages, Activities,
and Quizzes
Recitations
Texbook and online
references
Quizzes
✓
Powerpoint Presentations
Assignments
✓
Video Recordings
Seatwork
Seatwork/Homework
Exercises
✓
Seatwork/Homework
Exercises
Page 13 of 16
Canvas Pages, Activities,
and Quizzes
Recitations
Texbook and online
references
Quizzes
 Explain the protection
provided by the code for
investors,
the
private
tender offer and inside
trading.
 Identify the requirements
in the formation and
registration of
cooperatives
 Identify and explain the
rights, responsibilities,
and privileges of
cooperatives
17TH 18th
3
 Define and explain audit,
inquiry, and members’
right to examine
 Explain the allocation and
distribution of funds
 Differentiate the types and
categories of cooperatives
H. LAW ON COOPERATIVES
1. Organization and registration of
cooperatives
2. Administration of cooperatives
3. Responsibilities, rights, assurance
and privileges of cooperatives
4. Nature and description of
memberships
5. Capital and property of funds of
cooperatives
6. Audit, inquiry and members’ right to
examine
7. Allocation and distribution of funds
in cooperatives
8. Types and categories of
cooperatives
9. Merger and consolidation of
cooperatives
Dissolution of cooperatives
Lecture/Discussions
✓
Powerpoint Presentations
Assignments
Work-Along
exercises
✓
Video Recordings
Seatwork
✓
Seatwork/Homework
Exercises
 Discuss merger and
consolidation, and
dissolution of
cooperatives
FINAL EXAMINATION
Page 14 of 16
Canvas Pages, Activities,
and Quizzes
Recitations
Texbook and online
references
Quizzes
REFERENCES
Textbook
De Leon, H., et al. (2016) The Law On Partnership And Corporation, REX Bookstore
Other References
1987 Constitution of the Philippines
Republic Act 9520: Law on Cooperatives
Batas Pambansa Bilang 68: Corporation Code of the Philippines
Soriano, F. Law on Partnership and Corporation. Recto Manila. GIC Enterprises & Co., Inc.
Chan Robles Virtual Law Library. https://www.chanrobles.com/virtualibrary1.htm#.UdJJbTvVAqM/
OTHER ELEMENTS
Grading System
Cumulative Grading System is prescribed by the University. As such, the following computations are applied:
Classroom
Policies
<<insert text here>>
Consultation
Hours
<<insert text here>>
Page 15 of 16
PREPARED BY:
VERIFIED BY:
PROF. LEA CHRISTINE S. VERGINO
<<Name of Faculty Member>>
<<Name of Faculty Member>>
<<Name of Faculty Member>>
REVIEWED BY:
RECOMMENDING APPROVAL:
APPROVED BY:
PROF. JHEROME G. NG, CPA, MBA
Department Chair
Accountancy, Business Law and Taxation
(ACLAT)
<<Name of Associate Dean/College Sec>>
Associate Dean/College Sec
<<College Initials>>
PROF. EMETERIA B. DALISAY
Dean
CBA
Page 16 of 16
<<Industry Practitioner >>
<<Position>>
<<Company Name>>