TEORÍA DE LIDERAZGO TRASFORMACIONAL DE EVANS Y HOUSE

Sebastian: A simple signature will not constitute acceptance because the law

provides that signature without indication in what capacity is deemed to be an indorser.

Constructive

Sec. 137. Liability of drawee returning or destroying bill. - Where a drawee to whom a bill is delivered for acceptance destroys the same, or refuses within twenty-four hours after such delivery or within such other period as the holder may allow, to return the bill accepted or non-accepted to the holder, he will be deemed to have accepted the same.

LEXSOCIETAS 102 Agbayani: There is constructive acceptance (1) where the drawee to whom the

bill is delivered for acceptance destroys it; or (2) where the drawee refuses, within 24 hours after such delivery, or within such time as is given him, to return the bill accepted or not accepted. In any of theses cases, the drawee will be deemed to have accepted the bill even if there is no actual written acceptance by him. Accordingly, the drawee will be primarily liable as an acceptor.

The drawee is not entitled to keep the bill while he makes up his mind. The bill is at all times the property of the holder and he is entitled to have it when he wants it. If the holder should demand its return before twenty-four hours, the drawee would be required to comply on pain of being held as an acceptor; but return within twenty-four hours unaccepted would not be a dishonor. The drawee could still accept by notification within twenty-four hours. Here, an extrinsic acceptance would play an important part. If the drawee, after returning the bill, still refused to act after the expiration of the time allowed, the holder then would be required to treat the bill as dishonored or lose his right against prior parties. Mere failure to return the bill within twenty-four hours is acceptance. Thus, the presentation for acceptance is a demand for acceptance which, if the bill is retained by the drawee, implies a demand for its return if acceptance is declined. Further, under Section 185 a check was subject to the same rules and that failure to return within twenty-four hours a check sent to a drawee bank for payment was an acceptance upon which the holder could recover against the bank, although the delay was due to the neglect of a third person.

Sections 136 and 137 expressly cover only presentment for acceptance and presentment for payment is not covered. But it does not necessarily follow that because the law is silent as to be presented for payment that the result should be different from the case of presentment for acceptance. The consideration involved in both cases are the same.

Campos: The drawee has 24 hours after presentment within which to make up

his mind whether to accept the bill or not. The 24-hour period is counted from delivery and not from demand for the return of the bill. Should he return it unaccepted within 24 hours, the bill is not necessarily dishonored because he can still accept it until the expiration of the 24th hour. Should he return it before the 24-hour period, and fails to accept within such period or within such other period as the holder may allow, the holder must treat the bill as dishonored or else he will lose his right against prior parties. If the drawee returns it with a statement of refusal to accept, then even if the 24 hour period has not lapsed, the bill should then be considered dishonored.

Sebastian: There is constructive acceptance when upon presentment, the

drawee destroys the bill or failed to act on presentment after 24 hours. General

Sec. 139. Kinds of acceptance. - An acceptance is either general or qualified. A general acceptance assents without qualification to the order of the drawer. A qualified acceptance in express terms varies the effect of the bill as drawn.

Sec. 140. What constitutes a general acceptance. - An acceptance to pay at a particular place is a general acceptance unless it expressly states that the bill is to be paid there only and not elsewhere.

Agbayani: A general acceptance is one that assents without qualification to the

order of the drawer.

The mere fact that the acceptance is to pay at a particular place does not make the acceptance qualified but to say that to pay only at a particular place makes the acceptance qualified.

Campos: Section 140 provides that a general acceptance is an acceptance to pay

at a particular place, unless it expressly states that the bill is to be paid there only and not elsewhere.

Sebastian: In general acceptance, the drawee agrees to the order of the drawer

without any other qualification. Qualified

Sec. 141. Qualified acceptance. - An acceptance is qualified which is: (a) Conditional; that is to say, which makes payment by the

acceptor dependent on the fulfillment of a condition therein stated;

(b) Partial; that is to say, an acceptance to pay part only of the amount for which the bill is drawn;

(c) Local; that is to say, an acceptance to pay only at a particular place;

(d) Qualified as to time;

(e) The acceptance of some, one or more of the drawees but not of all.

Agbayani: A qualified acceptance is one which in express terms varies the effect

of the bills as drawn.

Campos: Under Section 141, the following are qualified acceptance:

1) Conditional – The condition does not qualify the order to pay but only the acceptance. Thus, the instrument is still negotiable and does not violate Section 1(b).

LEXSOCIETAS 103 2) Partial – A partial acceptance does not affect the negotiability of the

instrument, unlike a partial indorsement which under Section 32 does not operate as a negotiation of the instrument.

3) Local – Acceptance is qualified as to place of payment. 4) As to Time

5) As to Drawee – If the bill is addressed to more than one drawee and only one of them should accept, it is treated as qualifiedly accepted.

A holder need not take a qualified acceptance but instead may insist on a general or unqualified acceptance, and upon his failure to obtain the latter, may treat the bill as dishonored. However, if he agrees to a qualified acceptance, he should give notice thereof to the drawer and indorsers, otherwise the latter will be discharged from liability. If notified and they do not express their dissent within a reasonable time, they remain liable on the instrument.

Although the acceptance of a bill may be conditional, an acceptance of a future bill must be unconditional, otherwise it will not be considered an acceptance. Thus, a collateral writing stating that the defendant is authorizing A to make sight drafts if necessary for commissions due from time to time as they accrue, is not an acceptance under Section 135, because the agreement is conditional.

Sebastian: If the acceptance seeks to change the agreement between the payee

and the drawer, the acceptance is qualified. A holder may treat the bill as dishonored and must give notice of dishonor to all parties secondarily liable. For a foreign bill, the additional process of protest must be complied. However, A qualified acceptance does not always result to a dishonored bill.