问答题On 24 February 2006 Mr Hassan was appointed by the board of directors of XXL Ltd (a listed brokerage company) as the company’s chief executive for a period of two years. Thereafter, the stock exchange boom occurred and Mrs Hassan also set up a brokerage company. This action on part of Mrs Hassan infuriated the board of directors of XXL Ltd and they passed a resolution by a three-fourths majority removing Mr Hassan from the office of the chief executive. Mr Hassan has threatened to take XXL Ltd to court for removing him from office before the expiration of his two year period. Required: Explain to Mr Hassan whether the board’s act of removing him is valid or not. (10 marks)

问答题(b) The importance for agents to act within their authority. (2 marks)

问答题In relation to partnership law, discuss the extent of the partnership fund. (10 marks)

问答题In relation to partnership law, analyse the liability of the various partners for partnership debts. (10 marks)

问答题(b) how changes may be made to a partnership deed. (4 marks)

问答题(b) Explain the provisions of federal law in respect of the following: (i) Absentee voting; (2 marks) (ii) Cumulative voting; (2 marks) (iii) Quorum. (2 marks)

问答题In relation to company law state the major differences between executive and non-executive directors. (10 marks)

问答题A&J Associates had been formed as a partnership firm of Ali and his cousin, Javed. Clause 2 of the partnership agreement states ‘All business of the firm shall be transacted with mutual consent of the partners’. The business of the firm is cultivation of crops in Multan. They have routinely purchased fertilisers from King Pesticides Ltd. In September 2011, Ali proposed that they purchase fertilisers from Magic Pesticides Ltd (‘MPL’). Javed opposed this proposal citing MPL’s substantially higher prices. Ali also proposed that the firm expand its business to dealing in used cars. Javed showed some interest but said that he would consider that proposal upon his return from a three month long business trip to Germany. In Javed’s absence, Ali contracted with MPL for the supply of fertilisers. Ali also contracted with Qasim to supply ten used cars. Payments to both MPL and Qasim have not been made and each has brought separate claims for recovery of amounts due against the firm before the local civil court. Required: Under the Partnership Act, 1932, advise Javed on whether he is liable for any payments due to MPL and Qasim. (10 marks)

问答题(b) state the procedures and conditions to be complied with when a court orders the transfer of the equity of a shareholder of a limited liability company under the enforcement procedures of the law. (4 marks)

问答题In relation to the law of contract, explain when the default of the debtor will constitute a breach of contract. (10 marks)

问答题(b) explain the powers of the courts in relation to challenging the validity of primary and secondary/delegated legislation. (4 marks)

问答题(b) In relation to the law of contract, explain what is meant by an offer and distinguish it from an invitation to treat. (5 marks)

问答题Samuel is a partner in a firm of wholesale food distributors. There are two other partners, Arthur and Dhondy. The partnership is registered and the partnership deed provides that all three partners must consent to any contract in excess of R50,000. Samuel entered into three contracts in the partnership’s name, each of which is valued at more than R50,000, without consulting with his other two partners. The three contracts relate to the purchase of: (a) a consignment of tinned fruits; (b) office equipment; and (c) an expensive car. Required: Advise Arthur and Dhondy whether the partnership is liable on these contracts. (10 marks)

问答题(b) If you were asked to advise the creditors what advice would you give them as to the action they may take against the directors of ABC Limited, given that it has continued to accumulate losses. (7 marks)

问答题An auditing firm was entrusted by a listed stock company (Stock Company) to audit its accounts for the year ended 31 December 2006. During the process of auditing, the certified public accountants (CPAs) found the following information relevant to the business transactions for the year 2006: (a) On 1 April 2006, Stock Company concluded a contract with an instrument company. Under this contract Stock Company would be responsible for the management of the instrument company for three years. It would be compensated with 30% of the net profit of the instrument company for the management. By the end of 2006, Stock Company received a management fee of RMB 4 million yuan, which accounted for 10% of the net profit of Stock Company. (3 marks) (b) Stock Company was involved in a commercial dispute with a third party and the dispute was brought to the basic level court for trial. Stock Company had disclosed the information on the local newspaper when it received the judgement of the first instance. Both parties to the dispute disagreed with the judgement of the first instance and brought an appeal to the intermediate court. However, the court had not heard the appeal case by the end of 2006. (3 marks) (c) In September 2006, one of the shareholders who held 3% shares of Stock Company placed its shares as guarantee for a loan agreement. (4 marks) Required: For the Items (a), (b) and (c), discuss whether the above-mentioned information of Stock Company should be disclosed to the public in accordance with the relevant provisions of the Securities Law of China. Note: the mark allocation is shown against each of the three items above. (10 marks)

问答题(b) examinership. (6 marks)

问答题The chief executive officer (‘CEO’) of Shah Sugar Mills Limited, a public listed company, intends to appoint Mr Yusuf as the company’s chief financial officer (‘CFO’). Mr Yusuf holds an MBA degree from the Lahore University of Management Sciences and has been working for the last six years for the corporate department of National Bank. The CEO hopes that with this appointment his workload shall be reduced and thereafter the CFO and the board of directors of Shah Sugar Mills Limited shall approve the financial statements. Before announcing the appointment of Mr Yusuf as the CFO, the CEO has approached you for advice. Required: Analyse the situation from the perspective of company law and the Code of Corporate Governance and advise the CEO as to whether Mr Yusuf could be appointed as the CFO and what would be his duties in this capacity. (10 marks)

问答题(b) In relation specifically to the United Kingdom constitution explain the principle of parliamentary sovereignty. (3 marks)

问答题Andrew is the owner of a coffee bar in Pretoria. He agreed to purchase a food vending machine from Ben and signed the contract without reading its terms. The contract contained an exemption clause excluding liability for all kinds of defects in the machine. The machine proved to be totally defective. Andrew purported to terminate the contract and also maintains that the contract is in conflict with what he and Ben orally had agreed on. Required: Advise Andrew as to whether or not he would succeed. (10 marks)

问答题In relation to Companies Ordinance (Cap 32), explain the scope of duties of care that a company’s auditor needed to attain in order to discharge the duties to the company properly. (10 marks)