问答题In terms of the Companies Act, 2005, explain the role of the company secretary. (10 marks)
问答题(c) the role of non-executive directors within the context of the UK Corporate Governance Code. (4 marks)
问答题(b) State whether your answer would be different if Sonic Coach Tours Ltd has also discovered that both Kgabo and Morena have been keeping some of the fares paid by passengers. (3 marks)
问答题In relation to the law of partnership, discuss the various ways in which a partnership may be terminated. (10 marks)
问答题(b) explain and distinguish between termination of contract and dissolution of contract. (8 marks)
问答题In January 2009, Amy started a business as an independent website designer.
To give her a start in her career, her brother Ben, who ran a retail business, said he would give her £1,000 if she updated his business website. At the same time, her friend Che asked her to do work for his business, also for a set fee of £1,000.
However, by the time Amy had completed the two projects her design business had become a huge success and she had lots of other clients. When Ben and Che discovered how successful Amy’s business had become they both felt that they should not be asked to pay for the work they had commissioned.
Ben said he would not pay anything as he had only offered the work to help his sister out. Che said he would not pay anything either, on the basis that he had only given her work to do on the basis of their friendship.
Required:
Advise Amy as to whether she can insist on Ben and Che paying the full amounts of their initial promises. (10 marks)
问答题(b) Past consideration is not valid consideration. (4 marks)
问答题Gilt Ltd is a small company with an issued share capital of 100,000 £1 shares held by 100 members.
Harry, the managing director of Gilt Ltd, has been approached by Itt plc in respect of its making a takeover bid for Gilt Ltd. Itt plc has given Harry what is described as a facility fee of £50,000 for ensuring that the takeover is successful.
At the next board meeting Harry convinces the other directors that the take-over bid is in the long-term interest of Gilt Ltd, but they are concerned that the holders of the majority of the issued share capital will not approve of the takeover.
In order to ensure the success of the takeover, the directors of Gilt Ltd agree that they should allot suffi cient new shares to Itt plc to ensure that a new majority of members will support the takeover.
After the allocation of the shares to Itt plc a general meeting is called to consider the takeover and it is approved, with Itt plc voting in favour.
May, a substantial shareholder in Gilt Ltd has subsequently found out about the actions of Itt plc, Harry and the other directors.
Required:
Advise May as to the legality of the share allotment and as to what action can be taken against Harry. (10 marks)
问答题(b) Advise on the actions that Pham can take to obtain full information on Trung’s transactions and minimise any personal obligations that arise from the partnership. (5 marks)
问答题(c) Explain how a power of attorney may be terminated. (4 marks)
问答题(b) the extent to which she can claim damages from Jabulani. (5 marks)
问答题In relation to the legal system, explain the significance of the Southern African Customs Union for business in Lesotho. (10 marks)
问答题(b) Advise whether the auditors would owe a duty of care to Money Bank if the auditors gave the report to them directly with the knowledge that the Bank would rely on the report to determine the granting of the Loan. (5 marks)
问答题In relation to the Insider Dealing and Market Manipulation (Market Abuse) Law 116(I)/2005, explain the meaning and legal regulation of insider dealing. (10 marks)
问答题(c) wrongful dismissal. (2 marks)
问答题(c) the ways in which intervening acts or events may break the chain of causation (the doctrine of novus actus interveniens). (4 marks)
问答题In relation to the law of contract, explain what is meant by the ‘postal rule’ and the circumstances when it does NOT apply. (10 marks)
问答题(b) State and explain the compulsory clauses in the memorandum. (6 marks)
问答题Explain and illustrate the legal effect of the memorandum and articles of association of a company. (10 marks)
问答题In relation to partnership law, explain how partnerships are established. (10 marks)
