问答题(b) What Flame Lily Industries must establish for the court to appoint a provisional judicial manager. (3 marks)

问答题(b) the defence of contributory negligence. (4 marks)

问答题(b) Explain the provisions of the Law on Enterprises in respect of maintaining a register of shareholders. (4 marks)

问答题In relation to management and administration of a shareholding company, explain the rights and duties of the general meeting. (10 marks)

问答题(ii) the Industrial Relations Ordinance, 2002. (5 marks)

问答题(c) his debentures. (4 marks)

问答题Ham, Sam and Tam formed a partnership to run a petrol station. The partnership agreement expressly stated that the partnership business was to be limited exclusively to the sale of petrol. In January 2007 Sam received ￡10,000 from the partnership’s bank drawn on its overdraft facility. He told the bank that the money was to finance a short-term partnership debt but in fact he used the money to pay for a round the world cruise. In February Tam entered into a ￡15,000 contract on behalf of the partnership to buy some used cars which he hoped to sell from the garage forecourt. In March the partnership’s bank refused to honour its cheque for the payment of its monthly petrol account, on the basis that there were no funds in its account and it had reached its overdraft facility. Required: Advise Ham, Sam and Tam as to their various rights and liabilities in relation to partnership law. (10 marks)

问答题(b) whether the court is likely to grant an order of specific performance in favour of Oldo, presuming that there has been a breach of contract by Kah Yu. (5 marks)

问答题Allan, Beauty and Collins were partners of a partnership before they incorporated ABC Ltd to replace the business of the partnership. They are the directors and the shareholders of the company, and each of them holds one third of the company’s shares. The company adopts Table A of the Companies Ordinance (Cap 32) as its articles of association. About one month ago, by a properly convened shareholders’ meeting, it was resolved that Beauty and Collins were to take full responsibility for the management of the company. The resolution was objected to by Allan when it was passed. Required: Advise Allan as to whether any unfairly prejudicial conduct has been committed by Beauty and Collins. (10 marks)

问答题(c) the role of non-executive directors in the context of corporate governance. (4 marks)

问答题Anh, Lan and Thanh are business partners. The partners have unlimited liability. Their formal agreement specifi es that it is necessary for all three partners to sanction any single item of expenditure in excess of 60 million dong. Without informing her colleagues, Anh has been using the partnership’s premises and equipment in order to earn extra cash. When Lan and Thanh discovered this, Anh offered to make a payment of 100 million dong to the partnership’s bank account, representing what she said was a fair proportion of the extra cash that she earned. However, Anh refused to let Lan and Thanh have access to any formal records of her work. Lan and Thanh subsequently discovered that Anh had paid 80 million dong for inventory without consulting them. The supplier was a well-established contact of the partnership and saw no reason to question the order. When confronted by Lan and Thanh on these matters, Anh resigned from the partnership immediately and refused to accept any further responsibilities for the obligations of the partnership. Required: Discuss the obligations of Anh to her former partners and explain the actions that Lan and Thanh may take against her. (10 marks)

问答题(b) State and explain the individuals and entities that are prohibited from forming new companies. (5 marks)

问答题David and Eddy together run a partnership in relation to the construction business. Frankie is an employee of the partnership and has no authority to enter into contracts for the partnership. Three months ago, Frankie represented himself to Geoffrey as a partner of the partnership. In reliance upon the representation from Frankie, Geoffrey entered into a contract with Frankie. It was a term of the contract that the partnership was to carry out construction work for Geoffrey and that the construction work had to be completed within two months. David, Eddy and Frankie carried out the construction work together. However, they breached the contract by being unable to complete the construction work on time. Geoffrey has suffered damages as a result. Required: Advise David, Eddy and Frankie as to their respective liabilities towards the damage suffered by Geoffrey. (10 marks)

问答题(c) describe the types of civil cases which are under the coverage of the exclusive jurisdiction of the court. (3 marks)

问答题(b)Melody, a little known singer, entered into a contract with a recording company Marvo Records where she would record exclusively for them for a period of two years beginning January 2007. Soon afterwards, Melody’s career ‘took off’ and in spite of the contract with Marvo Records she entered into a new contract with a rival company to record exclusively for them. Marvo Records decide to approach the courts for relief. Required: In relation to the law of contract, state whether or not the court is likely to grant Marvo Records an interdict (injunction) to prevent the threatened breach of contract between Melody and Marvo Records. (5 marks)

问答题(b) it is appropriate for Kudzai to proceed against Tymon’s personal properties.

问答题(b) describe what accounting records will have to be produced and maintained by a company. (6 marks)

问答题(b) Assuming that the board may disregard Collins’s Demand, advise Collins as to other actions he may take to stop the board from passing the resolution. (5 marks)

问答题(b) Distinguish the law of tort from criminal law. (6 marks)

问答题(b) money laundering. (5 marks)