PHILIPPINES Law and Practice Contributed by: Ignatius Michael Ingles, The Law Firm of Ingles Laurel Calderon
4. Corporate 4.1 Legal Sporting Structures
Commercial participation in these events is typi - cally governed by sponsorship, licensing and broadcasting contracts. The Civil Code of the Philippines therefore also serves as supplemen - tal legislation because of the chain of contracts which generally characterise sports events. 3.2 Liability Duty of care in sports is governed by the provi - sions of the Civil Code of the Philippines, par - ticularly Article 2176 which obligates one who causes damage to another, either by fault or negligence, to pay for the damage done and Article 1173 which sets the general duty of care as the diligence of a good father. Sports event organisers fall under this general standard of care. When minors are involved, the standard is strict - er, as seen in a Supreme Court case where a sports organiser was held liable for the death of a teenage mini-marathon runner. Clear and unequivocal waivers may be used to limit lia - bility, but liability arising from intentional harm, future fraud and gross negligence may not be excluded. The assumption of risk doctrine may also be invoked by sports organisers, as long as the risks are reasonably foreseeable. To keep sporting events safe, organisers often contract security agencies. For larger events, organisers co-ordinate with the local government and local police to maintain peace and order both inside and outside the venues. The same duty of care applies to athletes’ liabili - ty to spectators. However, athletes are protected if the injury to a spectator is a foreseeable event, based on the assumption of risk. An athlete may therefore be held liable for spectator injury if these were intentional (as was seen in a basket - ball incident where an athlete attacked a fan).
Professional sports clubs are commonly stock corporations registered with the Securities and Exchange Commission (the “SEC” ). As profes - sional sports clubs exist with a view for profit, stock corporations are adopted as these allow the owners to earn profits via dividends as stock - holders. Adopting a different structure would prevent investors from receiving dividends. Non-professional sports clubs and sports gov - erning bodies or NSAs are commonly non-stock non-profit corporations and are also registered with the SEC. Non-stock corporations are estab - lished and operated by their members who are not allowed to receive any dividends. As ama - teur clubs exist more to develop camaraderie, among their members and not to earn profits, these clubs adopt a non-stock non-profit struc - ture which has tax benefits. Sports governing bodies or NSAs are required to adopt a non- stock non-profit structure in order to apply for membership and recognition with both the Phil - ippine Olympic Committee and the Philippine There are no sport-specific corporate govern - ance codes, except the provisions found in Republic Act No 6847 which created the PSC. These provisions govern the sports governing bodies or NSAs of each sport. Among these are the requirements that these NSAs are autono - mous and that no team, school, club, organi - sation or entity will be admitted as a voting member of the NSA unless 60% of the athletes comprising the team school, club, organisation or entity are Filipino citizens. Sports Commission (the “PSC” ). 4.2 Corporate Governance
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