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Point of Law

The following articles were written by Francisco Ed. Lim and also published in The Philippine Daily Inquirer.

Duty to correct vs duty to update
Francisco Ed. Lim

March 19, 2015

One frequently discussed issue in securities regulation is the duty to correct and the duty to update information made available to the investing public. An issuer’s failure to correct or update a misleading statement may, under appropriate circumstances, constitute a “device, scheme, or artifice to defraud” or an act which “operates or would operate as a fraud or deceit upon any person” as to... Read More

Does FRIA cover banks, financial institutions?
Francisco Ed. Lim

March 05, 2015

Does FRIA cover banks, financial institutions? The Financial Rehabilitation and Insolvency Act of 2010 (FRIA) is the new law. It replaces the 1909 Insolvency Act. The new law contains three main parts. The first is rehabilitation, whose purpose is to restore the financial health of insolvent debtors. The second is liquidation, which provides for the orderly liquidation of the debtor’s assets... Read More

Buried facts doctrine in securities regulation
Francisco Ed. Lim

January 08, 2015

What is the buried facts doctrine in securities regulation? This basically states that a disclosure is insufficient if it is presented in a way that conceals or obscures the information sought to be disclosed. The doctrine applies when the fact in question is buried in a voluminous document or disclosed in a piecemeal fashion, preventing a reasonable investor from realizing the correlation and... Read More

Fraud-on-the-market doctrine: a proinvestor principle in securities regulation
Francisco Ed. Lim

December 25, 2014

What is the fraud-on-the-market theory in stock market transactions? This was the subject of a lengthy discourse in the case of Basic Incorporated vs. Levinson, 485 U.S. 224 (1988). Briefly, sometime in 1977 and 1978, Combustion Engineering, Inc. engaged in merger negotiations with some directors and officers of Basic Inc., a company listed on the New York Stock Exchange (NYSE). In the course... Read More

My first year as SharePHIL president
Francisco Ed. Lim

November 27, 2014

Earlier this month, the Shareholders’ Association of the Philippines, now popularly known as SharePHIL, conducted its annual general membership meeting. The occasion was graced no less than by BSP Governor Amando Tetangco Jr., who graciously shared with us BSP’s investor education program, a topic that is close to the heart of our young organization. Our mantra is shareholder empowerment through... Read More

Is there a right to privacy in online social networking?
Francisco Ed. Lim

November 13, 2014

A social phenomenon nowadays is online social networking (OSN). This is exemplified by Facebook which, according to one case, “has created a worldwide forum enabling friends to share information such as thoughts, links, and photographs, with one another” (H v. W, Case No. 12/10142, Jan. 30, 2013). To address concerns about privacy, but without defeating their purpose, OSN sites use different... Read More

A national embarrassment waiting to happen
Francisco Ed. Lim

October 31, 2014

Sometime in 2015, the Philippines will host the first-ever awarding ceremonies for the winners in the Asean Corporate Governance Scorecard. Top publicly-listed companies (PLCs) in the Asean will be recognized based on their compliance with international best practices, following the OECD corporate governance principles. The scorecard will provide foreign investors and fund managers comparable... Read More

CCTV footage as evidence
Francisco Ed. Lim

October 17, 2014

Closed circuit television (CCTV) cameras in public places are now a worldwide fixture. We see them on the streets, train stations, bus stations, restaurants, hotels and apartment buildings. They have proven extremely helpful in tracking down perpetrators of crimes. A case in point is the Boston Marathon bombing in 2013. Using CCTV footages in different positions in downtown Boston, the Federal... Read More

Preparing the banking industry for Asean integration
Francisco Ed. Lim

October 02, 2014

A concrete reform initiative by Congress to prepare the Philippines for Asean economic integration is Republic Act No. 10641, which amended Republic Act No. 7721, whose policy objective is to build a stronger banking industry by further liberalizing the entry of foreign banks in the Philippines. The law became effective on August 7, 2014. Under the new law, foreign banks may be allowed to... Read More

Asean integration and REITs
Francisco Ed. Lim

September 18, 2014

In 2009, our Congress passed into law the Real Investment Trust Act (Reita). The law was envisioned to put in place in the Philippines the REIT system, which is an investment scheme that was intended to democratize wealth by enabling the investing public to share in the returns of income-generating real estate presently owned by the few. Because of its attractiveness to investors, this... Read More

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