Regulatory Framework for Business Transactions (RFBT)

Study lessons

1. 1

   Obligations and contracts under the Civil Code

   Covers the sources and kinds of obligations, the modes of extinguishing them, the stages and characteristics of contracts, and the four defective contracts, all anchored to specific Civil Code articles the CPALE tests directly.

   15 min
2. 2

   The Revised Corporation Code and negotiable instruments

   Walks through RA 11232's rules on incorporation, corporate powers, and the board, the doctrine of separate corporate entity, and the Negotiable Instruments Law's tests for negotiability, holder in due course, and endorsement, with a short note on PDIC and the Data Privacy Act.

   15 min
3. 3

   Sales, agency, and credit transactions under the Civil Code

   Covers the essential requisites and warranties of a contract of sale, the Recto and Maceda protective statutes, the rights and duties in agency, and the whole family of credit transactions from commodatum to preference of credits.

   15 min
4. 4

   Other business laws for the CPALE

   Surveys the special commercial statutes the CPALE draws on outside the codes: deposit insurance, data privacy, cooperatives, the banking and anti-money-laundering laws, rehabilitation and insolvency, consumer protection, and intellectual property, each cited by its Republic Act number.

   15 min
5. 5

   Partnership under the Civil Code

   Covers how a partnership is formed and acquires personality, the obligations of partners among themselves and to third persons, the kinds of partners, and the sequence of dissolution, winding up, and settlement of accounts the CPALE tests directly.

   14 min
6. 6

   The Insurance Code

   Covers what an insurance contract is and its defining characteristics, insurable interest in life versus property and when it must exist, concealment and the incontestability clause, and the classes of insurance the CPALE draws its items from.

   13 min
7. 7

   Payment, Breach, Delay, and the Remedies of Obligations

   Master the part of the law on obligations that decides most RFBT items: when a debtor is legally in delay, who bears a loss caused by a fortuitous event, how a penal clause works, the rules on payment and the special forms of payment, and the creditor's remedies including consignation and accion pauliana.

   17 min
8. 8

   The Law on Sales

   Work through the contract of sale as the Board tests it: the three essential requisites and the moment of perfection, sale versus contract to sell, earnest money against option money, who bears the risk of loss, the implied warranties, the Recto and Maceda protective statutes, the double-sale rules of Article 1544, and the badges of an equitable mortgage.

   18 min
9. 9

   Agency under the Civil Code

   Learn when an agency exists and how it is created, which acts demand a special power of attorney, when the sale of land through an agent is void, when the agent rather than the principal answers to a third person, how ratification and agency by estoppel bind a principal, and the six modes by which an agency is extinguished.

   16 min
10. 10

    Credit Transactions and Secured Transactions

    Separate commodatum from mutuum and deposit, distinguish a guarantor's benefit of excussion from a surety's solidary liability, apply the common requisites of pledge and mortgage, know why pactum commissorium is void and why antichresis fails without written amounts, and rank claims under the rules on preference of credits.

    17 min
11. 11

    The Revised Corporation Code: Incorporation, Shares, and Capital Structure

    Work through how a corporation comes into being under RA 11232: who may incorporate and how many, why the term is now perpetual and no minimum capital is required, the classes of shares and the eight matters on which even non-voting shares vote, watered stock and the trust fund doctrine, delinquency and pre-emptive rights, and the special rules of the One Person Corporation.

    18 min
12. 12

    The Revised Corporation Code: The Board, Corporate Powers, and Shareholder Remedies

    Learn who runs the corporation and how they are held to account: board composition, quorum, and the emergency board, the vote required for each major corporate act, the liability of directors for self-dealing and lost corporate opportunities, ultra vires acts and piercing the corporate veil, and the shareholder's arsenal of inspection, appraisal, and the derivative suit.

    18 min
13. 13

    Negotiable Instruments: Negotiability, Negotiation, and Holders

    Apply the four corners test of Section 1, tell a sum certain from an uncertain one, separate a fund merely debited from a fund payable out of, classify the five bearer cases, work through blank, special, restrictive, qualified, and conditional indorsements, and prove up a holder in due course and the shelter rule.

    18 min
14. 14

    Negotiable Instruments: Liabilities, Dishonor, Forgery, and BP 22

    Rank the parties who are primarily and secondarily liable, recite what the acceptor admits and what the general indorser warrants, place the loss when a drawer's signature or an indorsement is forged, apply the original tenor rule on material alteration, work the presentment, dishonor, and notice sequence, and state the elements of Batas Pambansa Blg. 22.

    18 min

Section practice test

5 test sets covering the whole Regulatory Framework for Business Transactions (RFBT) section, 150 original questions with explanations. After you finish the lessons above, prove it here. Randomized every run.