问答题(c) Explain how the responsibilities of a surety are terminated. (4 marks)

问答题In the context of the Companies Law, explain the duties and extent of liability of company directors. (10 marks)

问答题(b) the Payment of Wages Act, 1936. (5 marks)

问答题Under the Maltese judicial system, explain the doctrine of precedent and explain whether the Maltese system is bound to apply this doctrine. (10 marks)

问答题(b) Felix has been negotiating a contract on behalf of F & G Ltd but the other party wishes to award the contract to Felix personally. Felix resigns from his position as director of F & G Ltd to take the contract personally. (5 marks)

问答题(b) state FIVE examples from different types of relationship where a duty of care arises. (5 marks)

问答题Mr Jones was purchasing items to furnish his new house. He ordered all electrical and plumbing fi ttings from one supplier and these included an air-conditioning system. After being installed it transpired that the system could only provide cooling and no heating. Mr Jones is claiming that this is not what he ordered and that the supplier should replace the system provided and return the payment effected for the air conditioning system. Required: Explain what action, if any, can be taken against the supplier by Mr Jones. (10 marks)

问答题Explain the impact of human rights law on South African law. (10 marks)

问答题(d) Premium. (2 marks)

问答题In company law, illustrate the effects of incorporation. (10 marks)

问答题Graham was the successful owner of a hardware store. He had great ambitions to expand his store into a nationwide franchise. Graham sold his business to Handyware (Pty) Ltd, a company that he incorporated. As purchase price for the store he received 10,000 preference shares and secured debentures issued by the company. Graham was appointed managing director of the company and he was also the only shareholder. Due to the economic downturn Handyware (Pty) Ltd was liquidated two years later. There are insuffi cient assets to pay both Graham’s secured debentures and the ordinary creditors. Handyware (Pty) Ltd also owes money to various other creditors. One of the creditors alleges that Graham ordered supplies from him while he knew the company was insolvent. Required: Advise the liquidators of Handyware (Pty) Ltd on the validity of the debentures and the possibility of holding Graham personally liable for the company’s debts. (10 marks)

问答题In terms of the Companies Act, 1995, describe the contents of a declaration of solvency and explain when this is to be prepared. (10 marks)

问答题(b) Explain the factors that determine whether a case is heard in the court of general jurisdiction or the arbitration court. (4 marks)

问答题The directors of OAO Hopeful have approached Yuri, a very successful businessman, to become the new general director of the company. The company has struggled to achieve growth in recent years and Yuri has already demonstrated his ability to revive the economic fortunes of other major companies. Yuri has stated that he is prepared to accept the position subject to several conditions. (i) He wants the directors of OAO Hopeful to give him absolute power to carry out any transaction on behalf of the company without power of attorney, as he argues that the company must respond rapidly to urgent business needs. (ii) He insists that he must have the authority to take decisions on the future composition of the board of directors as well as the capital structure of the company. (iii) Yuri wants the company to agree that he will serve on the board of directors for a minimum term of five years, during which he will be guaranteed a specified minimum return on any shares he holds in the company. Required: Advise the board of directors of OAO Hopeful in respect of Yuri’s demands. (10 marks)

问答题Cathedral Construction Ltd is a property-owning company. The main asset of the company is a piece of land that it bought with the view of building a block of flats on it. The land was bought some years ago at a price of R50 000. The directors have recently had the site revalued and the current value is R350 000. It has been some years since the company has paid a dividend and the directors propose to use the revaluation as a basis for declaring a dividend in order to make the shares of the company more attractive, should they decide to issue further shares in the future. Required: Advise the directors as to the legality of a payment of dividends by a company in the above circumstances. (10 marks)

问答题Thabo, Monty and Simon formed a partnership six years ago and registered it in terms of Partnership Proclamation, 1957. The sole business of the partnership is to sell all kinds of furniture. Since Thabo was forever travelling because of his job, all the partners agreed that Thabo would be a sleeping partner. Thabo never participated in the running of the partnership business and was content with his share of profits. In 2008, Monty entered into two contracts on behalf of the partnership. The fi rst one was with Kramer, a long-standing supplier, to supply several kinds of oriental furniture. Kramer was paid R150,000 in advance. The second contract was with a new customer, Tsiu Hu, who ordered oriental furniture of the type Kramer had earlier agreed to supply. Kramer’s business went bankrupt and there are no prospects of either getting the advance back, or the promised furniture. Tsiu Hu had made it clear that if the furniture was not supplied on time, he would sue for breach of contract and claim compensation, which is likely to be over R50,000. Unfortunately the total business assets of the partnership are only R5,000. Required: Explain the potential liabilities of Thabo, Monty and Simon for the partnership debts. (10 marks)

问答题(b) State the fraudulent behaviour that may be deemed as a crime in the operation of a company in relation to corporate financing, and the various elements to be proven for such a crime. (5 marks)

问答题In terms of Maltese civil law, explain the principal rights and obligations of the mandator and mandatary vis-à-vis each other. (10 marks)

问答题In relation to governance and ethical issues relating to the conduct of business, explain the meaning of the concept of corporate governance. (10 marks)

问答题(b) Explain the conditions necessary for the doctrine of precedent to operate. (6 marks)