问答题Explain the meaning of delict; and distinguish a delictual act from a breach of contract or a criminal act. (10 marks)

问答题Discuss the main duties of an agent towards his principal. (10 marks)

问答题In terms of contract law, explain the internal requisite of subject matter which is essential for the validity of a contract. (10 marks)

问答题(b) explain what steps must be taken when a public company experiences a serious loss of capital. (4 marks)

问答题(a) The role of an agent in the formation of a contract for the principal. (3 marks)

问答题(b) Discuss the potential consequences to the members of the board of management in respect of the decisions they have taken. (3 marks)

问答题In relation to employment law, explain the major duties of the employer towards his employee. (10 marks)

问答题Explain the seller’s obligations in respect of requirements as to the quality of goods supplied, under Article 35 of the UN Convention on Contracts for the International Sale of Goods. (10 marks)

问答题At the start of 2010, Hot Ltd entered into the following transactions in an endeavour to sustain its operation: (a) It borrowed ￡50,000 from Ina, secured by a floating charge. The floating charge was created on 1 April and it was registered on 15 April; (b) It borrowed a further ￡50,000 from Jo. This loan was secured by a floating charge created on 3 April and registered on 12 April; (c) It borrowed ￡100,000 from Ko-Bank. This loan was secured by a fixed charge. It was created on 5 April and was registered on 16 April. Unfortunately, the money borrowed was not sufficient to sustain Hot Ltd and, in August 2013, compulsory liquidation proceedings were begun. It is extremely unlikely that there will be sufficient assets to pay the debts owed to all of the secured creditors. Required: Advise Hot Ltd as to the order of security and payment of the above debts and explain why they are placed in that order. (10 marks)

问答题(b) analyse how the doctrine of privity of contract operates. (5 marks)

问答题3.Zhao, Qian, Sun and Lee were four shareholders of a limited liability company specialising in bio-technology, eachholding 25% of the shares of the company. Several months later Qian intended to transfer his shares to a listed company for profit and sent notices to the otherthree shareholders asking for their consent. Zhao agreed and also expressed his willingness to buy Qian’s shares ifthe price was reasonable. Sun disagreed and claimed his right of priority to buy Qian’s shares. However, Zhao andSun could not reach an agreement as to the proportion of shares to buy. Lee kept silent upon receipt of the notice. Since Sun offered a price lower than that of the listed company, Qian entered into a contract to sell his shares to thelisted company, which caused a dispute among the four shareholders. Under such circumstances, Lee decided toleave the company and requested the company to purchase his shares. Required: In accordance with the relevant provisions of the Company Law:

问答题In relation to contract law, explain the internal requisite of capacity required for a valid contract. (10 marks)

问答题In relation to the law of agency, explain how a contract of agency is created. (10 marks)

问答题(b) Define a wholly-owned subsidiary. (4 marks)

问答题In relation to the law of contract, explain whether an advertisement would constitute an offer. (10 marks)

问答题OAO Sportclub is a high profile sports and leisure company that owns a professional football club. The club has enjoyed considerable success in the last three seasons. Revenues from spectator attendances have increased and sales of merchandise have become highly profitable. Konstantin is the club’s major shareholder. He has injected new capital in recent years, but he now has to decide how to fund ambitious and costly expansion plans for the stadium and sports facilities. His preferred approach is to issue new shares in order to raise capital, and he feels that the club’s supporters would be prepared to invest for this purpose. However, Konstantin does not want to reduce his own personal influence in the company. Marina is the company’s finance director. She has suggested that the company should consider issuing bonds in order to raise the necessary funds. Both Konstantin and Marina are aware that the financial performance of a sporting enterprise can change quickly and feel that they need to seriously consider the implications of each option before any decision is taken. Required: Analyse the legal rights and obligations that will be created by funding the company’s future plans by issuing new shares and those that will be created by funding the plans by issuing company bonds. (10 marks)

问答题Katch Ltd is a small private company. Although there are three members of its board of directors, the actual day-to-day running of the business is left to one of them, Len, who simply reports back to the board on the business he has transacted. Len refers to himself as the managing director of Katch Ltd, although he has never been officially appointed as such. Six months ago Len entered into a contract on Katch Ltd’s behalf with Mo to produce some advertising material for the company. However Katch Ltd did not wish to proceed with the advertising campaign and the board of directors have refused to pay Mo, claiming that Len did not have the necessary authority to enter into the contract with him. Required: Analyse the situation with regard to the authority of Len to make contracts on behalf of Katch Ltd and in particular advise whether or not Katch Ltd is liable to Mo. (10 marks)

问答题(b) explain how the model law addresses the issue of unauthorised payment orders. (7 marks)

问答题Mohsin Knitwear Limited (‘MKL’), a public unlisted company, earned a substantial profi t. It declared a dividend of Rs. 5·00 per share at its annual general meeting held last week. Today, MKL has received an order from a regular customer for the supply of large quantities of knitted garments. The board of directors wants to utilise all available funds, including MKL’s profi ts, for buying raw material to meet the order. Accordingly, the board of directors wants to delay the payment of the dividends to the shareholders until completion of the order. Required: With reference to the Companies Ordinance, 1984, advise the board of directors whether the payment of dividends can be delayed. (10 marks)

问答题In relation to law of contract, analyse the meaning of an ‘offer’ and explain with illustrations what distinguishes it from an ‘invitation to treat’. (10 marks)