REAL AND PERSONAL PROPERTY negotiation of delivery or

instrument negotiation
FACTUAL SITUATION POINT OF g. Effect on a Law of the place of
CONTACT corporation of sale incorporation
1. REAL PROPERTY Lex res sitae (Art 16 of corporate shares
Exceptions: par 1, CC) h. Effect between the Lex loci voluntatis/lex
a. Successional rights parties of the sale loci intentionis
b. Capacity to A and B- national law of corporate shares
succeed of the deceased i. Taxation on the Law of the place of
c. Contracts involving C and D- dividends of incorporation
real property but proper law of the corporate shares
do not deal with contract (lex loci j. Taxation on the Law of the place
title thereto voluntatis, lex loci income from the where the sale was
d. Contracts where intentionis) sale of corporate consummated
the real property but mortgage- lex res shares
are given as sitae k. Franchises Law of the place that
security granted them
2. TANGIBLE Lex res sitae subject l. Goodwill of Law of the place
PERSONAL to exceptions in no. business and where the business is
PROPERTY (in 1. taxation carried on
general) Artificial status is
given to those usually m. Patents, In the absence of
in motion copyrights, treaty, they are
Note: trademarks, protected only by the
Means of transportation tradenames state that granted
a. Vessels law of the flag or them
place of registry CAPACITY TO TRANSFER Lex situs
b. Other means law of the depot OR ACQUIRE PROPERTY Exception:
Voluntary transfers
Things in transit of interests in
a. Loss, destruction, law of destination chattels other than
deterioration assignment for the
b. Validity and effect benefit of creditors-
of seizure of goods locus regit actum local law of the State
(where seized)- which has the most
c. Disposition or temporary situs significant
alienation of goods relationship to the
lex loci voluntatis/lex parties with respect to
loci intentionis the particular issue
(contract)
Now: law of any place
having substantial
connection with the REAL PROPERTY
transaction which will
uphold its validity- law GR: everything concerning real property is governed by the law of
of temporary resting the place where the property is situated. (lex situs/lex res sitae)
place, lex loci actus,
law of place of Reason: Real property is part of the country where it is located.
destination, law of (immovable)- subject to the law of the place where it is found.
last real situs of
goods (owner may Scope: extrinsic validity of alienations, transfers, mortgages, capacity
choose)
of parties, interpretation of documents, effects of ownership, co-
INTANGIBLE PERSONAL
PROPERTY ownership, accession, usufruct, lease, easement, police power,
a. Recovery of debt Where the debtor eminent domain, taxation, quieting of title, registration and
or involuntary may be served with prescription
assignment summons
(garnishment) PERSONAL PROPERTY
b. Voluntary Lex loci voluntatis/ lex
assignment of loci intentionis Before: GR: governed by the national law of the owner (mobilia
debts (NOW: personal law sequuntur personam)- movable follows the owner. However, the
of parties or place of NCC now states the both personal and real property are subject to
execution or where the law of the country where the same is situated. (Art. 16, par.1,
debt is recoverable)
Domicile of creditor NCC)

c. Taxation of debts Lex situs of assets of INTERPRETATION AND EFFECT OF CONVEYANCE- lex situs
debtor
d. Administration of EXTRINSIC AND INTRINSIC VALIDITY OF CONVEYANCES
debts
e. Negotiability or The right embodied in GENERAL RULE: lex situs
non-negotiability of the instrument
instrument Exception:

f. Validity of transfer, Situs of instrument at 1. Art. 16, par.2, NCC

delivery or time of transfer, 2. Subject of contract is land but issue is on rights and
liabilities of parties
 3. Security is immovable but issue is on the obligation which Extrinsic validity
the immovable secures Capacity of parties
4. When the situs of the movable at time of transfer is Intrinsic validity Fixed situs of the carrier
insignificant Liability for loss, destruction
or deterioration of goods in
5. When issue is on consideration other than the validity and
transit Law of place of destination
effect of the transfer Art 1753, NCC
6. Validity of contract to transfer immovable AGENCY
7. Negotiable instruments Extrinsic validity Lex loci celebrationis
Capacity of parties to be National law
FRANCHISES- subject to the law of the state that granted them principal or agent Lex loci voluntatis, lex loci
Intrinsic validity intentionis
PATENTS, COPYRIGHTS, TRADEMARKS, TRADE NAMES, AND Exception: if agency deals
SERVICE MARKS- protected only by the state that granted them with conveyance,
encumbrance of property
Exception: when a treaty provides otherwise SIMPLE LOAN
Extrinsic validity Lex loci celebrationis
PARIS CONVENTION FOR PROTECTION OF INDUSTRIAL Capacity of parties National law
PROPERTY Intrinsic validity Lex loci voluntatis or lex loci
intentionis
Filipino Society of Composers, Authors and Publishers v. Tan G.R. COMMODATUM
Extrinsic validity Lex situs
No. 36401, March 16, 1987
Capacity of the parties
Intrinsic validity
OBLIGATIONS AND CONTRACTS PLEDGE, CHATTEL Lex situs
MORTGAGE AND
FACTUAL SITUATION POINT OF CONTACT ANTICHRESIS
Formal or extrinsic validity Lex loci celebrationis (Art. Extrinsic validity
Exceptions: 17, par 1, NCC) Capacity of parties
Alienation and Intrinsic validity
encumbrance of Lex situs GUARANTY AND
property SURETYSHIP
Consular Extrinsic validity Lex loci celebrationis
contracts Philippine law if made in Capacity of parties National law
Philippine Consulate Intrinsic validity Lex loci voluntatis or lex loci
Capacity of contracting National law (Art. 15, NCC) intentionis
parties See Insular Government vs.
Frank 13 Phil. 326 (lex loci
celebrationis) Lex situs- sale, barter, lease of property, commodatum, pledge,
Lex situs (Art. 16, par. 1,
chattel mortgage, antichresis
NCC)
Exception: Alienation and
Cases:
encumbrance of property
Intrinsic validity including Proper law of the contract-
Molina v. Dela Riva 6 Phil 12
interpretation of instruments lex contractus, lex loci
and amountof damages for voluntatis, lex loci
Companie de Commerce v. Hamburg-Amerika 36 Phil 590
breach intentionis
Other theories:
Philippine Banking Corporation v. Lui She L-17587 Sept. 12, 1967
Lex loci celebrationis
Lex nationalii
Smith Bell & Co. V. Register of Deeds of Davao L-7084, Oct. 27,
Lex loci solutionis
Solution: 1954
Perfection- lex loci
celebrationis Note:
Cause or consideration-lex
loci considerations EXTRINSIC VALIDITY
Performance- lex loci
solutionis - Governed by lex loci celebrationis or lex loci contractus-
Art. 17, NCC
- If there are two places- where the offer was made
SPECIFIC CONTRACTS - If the place is merely accidental- law of the place which has
the most significant relation to the transaction
FACTUAL SITUATION POINT OF CONTACT
SALES AND BARTER Lex situs INTRINSIC VALIDITY
Extrinsic validity, capacity of
parties, intrinsic validity - Our policy is to give effect to the intention of the parties-
LEASE OF PROPERTY Lex situs Art. 1306, NCC
Extrinsic validity, capacity of
- Lex loci contractus, lex loci solutionis
parties, intrinsic validity
LEASE OF SERVICES - Lex loci intentionis
Extrinsic validity Lex loci celebrationis
Capacity of parties National law CAPACITY TO CONTRACT
Intrinsic validity Lex loci voluntatis, lex loci
intentionis - Determined by the parties’ personal law (national or
CONTRACT OF COMMON domicile)
CARRIAGE OF GOODS
 - Exception: alienation or encumbrance of personal or real
property- lex situs

Center of Gravity Approach- law with closest or most substantial

connection with the transaction

Choice of Forum Clause- if the choice of forum is the only venue

except where there is fraud

Cognovit clause/ Confession of Judgment- debtor may agree to be

subject to the jurisdiction of a specific court in case of contractual
breach

Arbitration Clause- R.A. 876- policy in favour of settling controversies

by more expeditious, less expensive method with greater chance for
substantial justice.

Adhesion Contracts- valid in absence of arbitrariness, abuse of

power, gross negligence

Exception: oppression and abuse of bargaining power

Transportation by sea

Rules: Phil. Ports to Foreign Ports- law of country of destination

Foreign ports to Philippine ports- Civil Code-Primary Law

Secondary-Code of Commerce, Carriage of Goods by Sea Act

International Air Transportation- Warsaw Convention

Philippine Airlines v. CA G.R. no. 119706, March 14, 1996

Alitalia v. IAC and Pablo G.R, No. 71929, December 4, 1990

Lopez vs. Pan Am G.R. no. L-22415 March 30, 1996

KLM Royal Dutch Airlines vs. CA, G.R. L-31150, July 22, 1915

Note: venue- domicile of carrier, principal place of business of carrier,

where the carrier has a place of business through which the contract
was made, place of destination- at the option of the plaintiff-
passenger

SUCCESSIVE CARRIERS

Carrier who accepted the passenger, baggage-contracting party in so

far as the contract deals with that part of transportation performed
under his supervision

Passenger- can take action only against the carrier who performed
the transportation during which accident or delay occurred unless the
first carrier agreed to assume responsibility for the entire journey.

As to baggage or goods- passenger or consignor has right of action

against the first carrier and the passenger or consignee has right of
action against the last carrier. Each may take action against the
carrier who performed transportation during the loss, damage or
delay.

In case the convention does not apply- the validity of the contract of
carriage and the rights created thereby- determined by the local law
of the state from which the passenger departs or the goods are
dispatched in the absence of an effective choice of law by the
parties.

Exception- other state has more significant relation to the contract

and parties with regard to a particular issue.

Foreign contract claim- may be enforced in Phil as long as there is

jurisdiction over the defendant- personal action.