Basic necessities in life

Business Organization/Transaction
- Food
- Shelter
- Clothing
Needs of Man

Transactions – the need to satisfy these needs

Business/Traded is all about the needs of men.

The needs to satisfy theses needs.
Trade – getting something in exchange
for something (value for value)
Exchanging goods – Barter
Contract of Sale – Medium of Trade
Commerce – Platform of traded. It has
rules and regulations governing trade.

Advance in Civilization which led to trade &

commerce & negotiations (increase of value in LTD. – Limited Liablity.
the goods that they have)
Can a state ba sued?

 Jus Imperii – acts of laws governing acts

of state, acts of dominion, acts of
Then went to for the exchange of means (coin, governance.
money, paperbills) for portability  Jus gestionis – acts of state that would
entail propriety character

GR: You can’t sue state.

Then to Association which means whatever to Exceptions: If your state is doing acts
produce will be divided propriety in nature state may be sued.

- Multiply their capacity in order to grow If a state state doing jjus imperii, you cant
- Their growth will be faster than the be sued.
usual in several communities

Concept of growth A STATE CAN DO BUSINESS

 A man realized that he needs to - It has propriety functions
associate and cooperate - However, the imposition of taxes is not
 TO be able to put their resources in the nature of doing business
together
 If the state does business: Similarities between a partnership and a
corporation
SOLE PROPIETORSIP
1. Both have juridical personality separate
- is not a separate juridical person. It is
and distinct from that of the individuals
the natural person doing his/her
composing it;
business.
2. Both can only act through its agents;
- The owner will be held liable.
3. Both are organizations composed of an
CORPORATION aggregate of individuals;
4. Both distribute profits to those who
- It is a Juridical person. (a person contribute capital to the business;
recognizes by law/existing by legal 5. Both can only be organized where there
recognition) is a law authorizing is organization;
- artificial being created by operation of 6. Partnerships are taxable as
law corporations.
- It has separate personality from its
incorporators, directors, etc.
 If you’re SUING the corporation, you
don’t necessarily sue the directors.
 In corporations, liabilities extend only to
amount of investment.
 You can’t have corporation, if you don’t
register it in SEC.

PARTNERSHIP

- By mere agreement there is already a

partnership
- Partners cannot be held liable for the
obligations of the partnership, since the
partnership has separate and distinct
personality from partners
- In Art. 1768, it has separate juridical
personality
 Normally, they have solidary liability
 The liability of one is the liability of all
 AS opposes to the Corporation, if it has
liability you do not sue directly the
director because they are separate.