问答题(b) resolutive conditions. (5 marks)

问答题In relation to partnership law, state the grounds for the dissolution of a partnership. (10 marks)

问答题Az is an international metals broker with clients all round the world. In January he entered into three contracts: (a) the first, to supply Brad with 1,000 tonnes of aluminium; (b) the second, to supply Chad with 1,000 tonnes of copper; (c) the third, to supply Dan with 1,000 tonnes of tin. Although Az had immediate access to the metals from his extensive reserves, delivery on all three contracts was to take place on 1 May. However, as he wanted to reduce his exposure to such a large inventory of metals Az decided to supply the metals to the three other parties earlier than the contract date; 1 March rather than 1 May. Because Az’s inventory of aluminium was only 1,000 tonnes that is what he sent to Brad. However, as he had larger inventory of copper and tin, he decided to send an additional 500 tonnes to both Chad and Dan, over and above their agreed amounts. At the end of February, after Az had despatched the metals, the international metals market suffered a severe upheaval, with the price of copper falling by 50% and the price of tin increasing by the same percentage. The price of aluminium remained constant. Required: Advise Brad, Chad and Dan as to their rights under the UN Convention for the International Sale of Goods. (10 marks)

问答题(c) the European Court of Human Rights. (3 marks)

问答题In the context of close corporation law, explain how a close corporation can be bound in a contract. (10 marks)

问答题(b) outline the legal framework with respect to corporate governance in Cyprus. (6 marks)

问答题State and explain the grounds upon which a person may be disqualified under the Company Directors Disqualification Act 1986. (10 marks)

问答题(b) whether your answer would differ if the director was a director of a private company. (3 marks)

问答题Arend and Company Limited was formed for the purpose of selling tools of all kinds. It was mentioned in the memorandum as the main object of the company. Arend and Company Limited, (a) took loans to build stocks; (2 marks) (b) repaired tools for profit; (2 marks) (c) gave employees loans to buy cars for personal and official use; (2 marks) (d) ran training courses for customers and others instructing the proper use of tools; and (2 marks) (e) expanded its business to sell refrigerators and air conditioners. (2 marks) Required: Explain whether these activities (a) to (e) would be regarded as ‘ultra vires’. (10 marks)

问答题(b) Discuss the consequences of the withdrawal of ZAO Learnfast from its contract with Yevgeni. (5 marks)

问答题On the advice of his accountant, Mat registered a private limited company to conduct his small manufacturing business in January 2010. One of the reasons for establishing the company was to avoid liability for potential losses. The initial shareholders of the company were Mat, his wife Mary, and her father Norm, who each took 1,000 shares in the company, each with a nominal value of ￡1. The accountant explained that they did not have to pay the full nominal value of the shares at once, so they each paid only 25 pence per share taken, with the result that they still owed the company a further 75 pence per share to be paid at a later date. When the company was established it became apparent that it needed to borrow money from a bank to finance an expansion in production. To that end Oop bank plc lent the company ￡20,000 secured by a fixed charge against the land Mat had previously transferred to the company, with an additional personal guarantee from Mat for any further debts owed by the company to the bank. Unfortunately the business has not proved successful and Mat and the other shareholders have decided that it is better to liquidate the company rather than run up any more debts. The current situation is that the company’s land is worth ￡20,000 and it has further assets to the value of ￡7,750, but it has debts to business creditors of ￡10,000 and owes the bank a further ￡10,000 on its bank overdraft. Required: Explain the rights of the various creditors and the potential liability of Mat, Mary and Norm. (The actual costs of winding up may be ignored.) (10 marks)

问答题(b) Simoni is a shareholder in a newly registered public company, Ndarama Ltd. The company is a mining concern specialising in the excavation and mining of precious minerals such as gold and diamonds. Initially the company started as a private company and converted into a public company in 2002 when it launched a successful public share offer. Simoni bought 3,000 shares then and has since bought another 2,000 shares through a rights issue that was launched by the company in 2005. Since becoming a public company in 2002 it has always made profits and the shares have consistently performed well on the Zimbabwe Stock Exchange. However, the directors have consistently refused to declare dividends. The reason the directors have given is that the company wants to buy more advanced mining equipment and computers. Recently, the company opened a new mine in Marange communal lands, where vast diamond deposits have been discovered and its share price on the local bourse has surged even further. Simoni feels a sense of grievance due to the fact that in spite of the handsome after tax profits the company has been making, no dividends have been declared. At the same time Simoni does not wish to dispose of his shares. Required: Advise Simoni as to whether or not he can sue the company for wilful refusal to declare dividends. (5 marks)

问答题(b) the legal regulation of corporate governance. (7 marks)

问答题(b) Distinguish between: (i) voluntary winding up; (4 marks) (ii) compulsory winding up. (4 marks)

问答题(b) state the conditions to be met by Appliance Co when it was claiming the set-off of credit and debt with Department Store. (6 marks)

问答题Discuss the concept of corporate governance in so far as it applies to Zimbabwe. (10 marks)

问答题Last week, Collins went to a supermarket to buy a snack. In the supermarket, he picked up a packet of potato chips from the shelf. The price tag on the packet indicated that the price for the potato chips was HK$20. When Collins gave HK$20 to the cashier of the supermarket, the cashier told him that the price for the potato chips should be HK$40. Required: In relation to contract law, advise Collins as to whether he could insist on paying HK$20 for the potato chips. (10 marks)

问答题In relation to the law of contract, analyse the nature of a contract. (10 marks)

问答题Hai is an employee of a construction company and was working on a building site where a new office was being built. Whilst working on the roof of the new building, Hai accidentally dropped one of his tools and injured Linh, who was walking past the building site at the time. Linh’s injuries resulted in the need for hospital treatment and absence from work for two weeks. As a result of the accident, Linh wishes to make a claim for medical expenses and wages lost due to absence from work. Required: Explain the rights and obligations that may arise in respect of Hai, Hai’s employer and Linh. (10 marks)

问答题(b) Delegated legislation. (5 marks)