问答题Andy and Boaz are partners who own several jewellery shops. Whilst on a business trip in India, Andy came across a goldsmith business that specialised in handmade exotic gold necklaces. Andy realised that there should be a very exclusive and lucrative market for such necklaces in South Africa, and decided to buy a huge shipment of these necklaces. Upon his return to South Africa, Andy opened a new shop where he intends to sell these necklaces as a separate business for his own benefit. Boaz heard about the purchase of the new shop and approached you for legal advice. Required: Advise Boaz on his legal position as a partner. (10 marks)

问答题(d) the difference between nominal value and market value. (2 marks)

问答题Alvin runs a business selling expensive cars. Last Monday he mistakenly placed a notice on one car indicating that it was for sale for €5,000 when in fact its real price was €25,000. Bert later noticed the sign and recognising what a bargain it was immediately indicated to Alvin that he accepted the offer and would take the car for the indicated amount. Alvin, however, told Bert that there had been a mistake and that the true price of the car was €25,000. Bert insisted that he was entitled to get the car at the lower price, and when Alvin would not give it to him at that price Bert said that he would sue Alvin. After Bert had left, Alvin changed the price on the car to €25,000 and subsequently Cat came in and said she would like to buy the car, but that she would have to arrange finance. On Tuesday Del came by and offered Alvin the full €25,000 cash there and then and Alvin sold it to him. Required: Advise Alvin, Bert, Cat and Del as to their rights and liabilities in the law of contract. (10 marks)

问答题(b) Explain the following statements regarding consideration: (i) consideration must be sufficient but does not have to be adequate; (3 marks) (ii) past consideration is not good consideration. (4 marks)

问答题(c) Explain the rights of providers of long-term capital. (4 marks)

问答题(b) Bill of exchange. (5 marks)

问答题Geo, Ho and Io formed a partnership three years ago to run a hairdressing business. They each provided capital to establish the business as follows: Geo €20,000; Ho €12,000; and Io €8,000. The partnership agreement stated that all profits and losses were to be divided in proportion to the capital contribution. After 18 months Geo provided the partnership with a loan of €3,000 in order to finance the purchase of more stock. The loan was to be paid back from the profits of the business. Unfortunately the business was not successful and the partners decided to dissolve the partnership rather than risk running up any more losses. At the time of the dissolution of the partnership its assets were worth €20,000. Its external debts were €7,000 and none of the debt to Geo has ever been paid. Required: Advise the partners as to how the financial aspects of the dissolution will be conducted and how the assets will be distributed. (10 marks)

问答题(c) describe the ways by which a partnership may be wound up. (4 marks)

问答题(c) debentures. (4 marks)

问答题Within the context of the UN Convention on Contracts for the International Sale of Goods, explain the obligations imposed on the buyer of goods. (10 marks)

问答题(c) shadow directors. (3 marks)

问答题In relation to employment law, describe the scope of the Workmen’s Compensation Act, 1923. (10 marks)

问答题(b) State SIX principal responsibilities of the board of directors in relation to Best Practices in Corporate Governance, as recommended in the Malaysian Code on Corporate Governance. (6 marks)

问答题(b) volenti non fit injuria (consent). (5 marks)

问答题(c) State the legal nature of the department store’s public notice indicating the time limit for cashing the bonus after the lucky-draw and whether the notice was in accordance with the law. (4 marks)

问答题(b) (i) who is an approved company auditor under the Companies Act 1965; and (2 marks) (ii) the persons who are empowered under the Companies Act 1965 to appoint the auditors of a company. (3 marks)

问答题DKR Ltd is a holding company with investments in Russia. The memorandum of association of DKR Ltd provides that the company may only invest in Russia. Dan is the sole director of DKR Ltd and has signed an agreement on behalf of DKR Ltd for the purchase of immoveable property in Ukraine. Dan further contemplates entering into future investments on behalf of DKR Ltd in other European countries. Required: Advise Dan as to the legal effect of his action and the consequences for his proposed future investments. (10 marks)

问答题(b) revocation of an offer. (4 marks)

问答题David has been a director in EFK Ltd for the past fi ve years. EFK Ltd is a private limited liability company which is involved in the business of land developing. David has been offered a job at Best Construction Ltd, which carries on business in the same industry. While still a director of EFK Ltd, Eric approaches David in order to negotiate a contract for the provision of services in relation to building a block of fl ats. After fi nalising the deal with Eric, David quits from the position of director of EFK Ltd and joins Best Construction Ltd. Best Construction Ltd provides the services under the deal negotiated with Eric and makes a profi t of EUR100,000. Required: Advise EFK Ltd as to the remedies, if any, available to them. (10 marks)

问答题The statutory documents of a company, QU Limited, provide for two classes of shares, with each class of shareholders having the right to appoint up to two directors on the board of directors. The class A shareholders hold a majority of the issued shares and are to resolve that the rights of the class B shareholders be modified and shall only have the right to appoint one director. Required: Explain whether the holders of the class A shares can unilaterally resolve to vary the rights attached to the class B shares. (10 marks)