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RFBT-REVIEWER

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Sheinna Baguitro
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37 views5 pages

RFBT-REVIEWER

Uploaded by

Sheinna Baguitro
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as DOCX, PDF, TXT or read online on Scribd
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CONTRACT OF AGENCY

BASIS OF AGENCY

Its basis is representation. The agent renders some service or does something “in representation or on
behalf of another.”

 Personal contract of representation – it is a personal contract of representation based on trust


and confidence reposed by the principal on his agent, agency is generally revocable.
 Acts of agency, by legal fiction, acts of principal - acts within the scope of his authority produce
the same legal and binding effects as if they were personally done by the principal.

ESTOPPEL TO DENY AGENCY

 ESTOPPEL OF AGENT – one professing to act as agent for another may be estopped to deny his
agency both as against his asserted principal and the third person interested in the transaction
in which he is engaged.
 ESTOPPEL OF THIRD PERSON – he will not be estopped where he has withdrawn from the
contract made with the unauthorized agent before receiving any benefits thereunder.
 ESTOPPEL OF THE GOVERNMENT –government is neither estopped by the mistake or error on
the part of its agent. BUT it may be estopped through affirmative acts of its officers acting
without the scope of their authority.
 ESTOPPEL OF PRINCIPAL:
- As to Agent– one who knows that another is acting as his agent and fails to repudiate his
acts or accepts the benefits of them, will be estopped to deny as against such other.
- As to Sub-Agent– to estop the principal from denying his liability to a 3rd person, he must
have known or be charged with knowledge of the fact of the transaction and the terms of
the agreement between the agent and sub-agent.
- As to Third Persons– one who knows that another is acting as his agent or permitted
another to appear as his agent, to the injury of third persons who have dealt with the
apparent agent as such in good faith and in the exercise of reasonable prudence, is
estopped to deny the agency

AGENCY BY ESTOPPEL VS. IMPLIED AGENCY

AGENCY BY ESTOPPEL IMPLIED AGENCY


Existence of Actual Agency
 There is no agency at all, but one  There is an actual agency
assuming to act as agent has apparent or
ostensible authority to represent another
Reliance by Third Party
 It may be invoked by third person who in  Reliance is not necessary since the agent
good faith relied on the conduct of the is a real agent.
principal in holding the agent out as
being authorized.
Nature of Authority
 Should be restricted to cases in which  Being actual agency, it is a fact to be
authority is not real but apparent proved by deductions or inferences from
other acts.

DIFFERENT PRINCIPLES UNDER GOVERNANCE

A. THE BOARD’S GOVERNANCE RESPONSIBILITIES


Principle 1: Establish a Competent Board
Principle 2: Establish Clear Roles and Responsibilities of the Board
Principle 3: Establish Board Committees
Principle 4: Fostering Commitment

Principle 5: Reinforcing Board Independence


Principle 6: Assessing Board Performance
Principle 7: Strengthening Board Ethics

B. DISCLOSURE AND
TRANSPARENCY
Principle 8: Enhancing
Company Disclosures
Policy and Procedures
Principle 9:
Strengthening the
External Auditor’s
Independence and
Improve Audit Quality
Principle 10: Increasing
Focus on Non-Financial
and Sustainable Report
Principle 11: Promoting a
Comprehensive and Cost-
Efficient Access to
Relevant Information
C. INTERNAL CONTROL
SYSTEM AND RISK
MANAGEMENT
FRAMEWORK
Principle 12:
Strengthening the
Internal Control System
and
Enterprise Risk
Management Framework
D. CULTIVATING A
SYNERGIC RELATIONSHIP
WITH
SHAREHOLDERS
Principle 13: Promoting
Shareholder’s Rights
E. DUTIES TO
STAKEHOLDERS
Principle 14: Respecting
the rights of stakeholders
and effective redress
for violations of
stakeholders’ rights
Principle 15: Encouraging
Employee’s Participation
Principle 16: Encouraging
Sustainability and Social
Responsibility
B. DISCLOSURE AND TRANSPARENCY
Principle 8: Enhancing Company Disclosures Policy and Procedures
Principle 9: Strengthening the External Auditor’s Independence and Improve Audit
Quality
Principle 10: Increasing Focus on Non-Financial and Sustainable Report
Principle 11: Promoting a Comprehensive and Cost-Efficient Access to Relevant
Information

C. INTERNAL CONTROL SYSTEM AND RISK MANAGEMENTFRAMEWORK


Principle 12: Strengthening the Internal Control System and Enterprise Risk
Management Framework

D. CULTIVATING A SYNERGIC RELATIONSHIP WITH SHAREHOLDERS


Principle 13: Promoting Shareholder’s Rights

E. DUTIES TO STAKEHOLDERS
Principle 14: Respecting the rights of stakeholders and effective redress for violations of
stakeholders’ rights
Principle 15: Encouraging Employee’s Participation
Principle 16: Encouraging Sustainability and Social Responsibility

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