Legal Question in Civil Litigation in Philippines

Hi,

I'm sophomore law student and would like to inquire about this scenario - I'm a CPA and into public practice. I have a client (a shareholder in a company) whom I was engaged to conduct audit of financial records for possibility of fraud by other stockholder who used to manage the client's business. Now, the stockholder who used to manage the business wanted me to sign a non-disclosure and confidentiality clause with liquidated damages of P10M in addition to actual damages suffered by the Company. Relevant wordings of non-disclosure clause is -"any unauthorized disclosure of any financial or confidential information by my firm or any of my staff to any person or entity shall be actionable against me or my firm for which my firm and I shall be liable for liquidated damages of not less than P10M as penalty in addition to actual damages suffered by the Company.

My question is what do you thunk would be the fair arrangement? I think the confidentiality clause is one.

Thanks again for your time.


Asked on 9/20/10, 11:28 am

1 Answer from Attorneys
VOLTAIRE T. DUANO VOLTAIRE T. DUANO LAW OFFICE

If you think you can comply with the agreement by all means proceed with it.However, the clause should be subject to certain exceptions.

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Answered on 5/31/11, 11:14 pm


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