BT20403/Company Law Business Entities: Company Law Topics covered: Types of Company Formation of a company; • Promoters Pre-Incorporation Contract • Memorandum and Articles of Association Inconsistency between the object and the company’s activities Upon incorporation: • Company is an artificial legal person • Separate legal entity Lifting the corporate veil scs&ismk/company law CONT. 2 The Effect of Incorporation • Memorandum of Association & Articles of Directors’
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usually do not look behind ‘the veil’ to inquire why the company was formed or who really controls it. However‚ in some situations the veil is pierced so as to render officers criminally liable for their company’s breaches of the Act. Explain clearly statutory exceptions where the court would lift the veil of incorporation. The required characteristic of a company is that it exists as a separate legal entity from its members of the company. The separate legal entity was authoritatively established
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The Companies Act‚ 1956 Sec 1 Short title‚ and commencement (1) This Act may be called the Companies (Amendment) Act‚ 2000. (2) The provisions of this Act‚ other than sections 7 and 75‚ shall come into force at once and sections 7 and 75 shall come into force on such date as the Central Government may‚ by notification in the Official Gazette‚ appoint. Sec 2 Definitions In this Act‚ unless the context otherwise requires‚ (1) "abridged prospectus" means a memorandum containing such salient features
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If they are to conduct the Smallco Graphics business through a company‚ a very significant of the advantages will be the separate legal entity‚ which means that from the view of the law‚ a company is treated as a separate person. Hence‚ the debts of the company will be limited to the amount remaining unpaid on the members’ shares. This is also called “limited liability” of the members. Apart from the limited liability‚ a company has a perpetual succession‚ meaning that it is a continuing entity
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Limited(the directors are same in both of the companies according to the article of Y Limited) with the breach of pre-incorporation. After the incorporation of association company comes in existence‚ and starts its business after that. Before incorporation company have no legal existence‚ and if enters into an agreement in the name of company before incorporation‚ the agreement would not be valid. The corporate personality with separate legal identity of company confirms about the limited liability of
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issue of a company buying back its shares has moved beyond the realm of abstract discussion among academicians and into the real world of corporate controversies. The endeavour should be to provide one with an overview of the concept of ‘buy-back’ of shares‚ the ensuing debate and some recommendations. Understanding the Concept In law‚ a company being a separate legal personality is capable of buying and holding property in its own name. a corollary to this privilege would be that a company could buy
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CSEA 2222 COMPANY LAW GROUP ASSIGNMENT INTRODUCTION Principle of Separate Legal Entity The principle of separate legal entity under the law is a company‚ upon incorporation‚ will becomes a body corporate that exists separately with its owner and distinct from its individual members and directors. This fundamental principle of company law was first established in the landmark case of Salomon v Salomon & Co Ltd (1897)‚ and formed the foundation of company law in Malaysia. Besides‚ this
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The concept of fiduciary obligations or duty is one of the most important areas in Australian law. In this project‚ I will try to illustrate and explain the duties in three kinds of relationships including the relationship between a director and a company‚ the relationship between the promoters and the corporation and the relationship between business partners. In each relationship‚ what kinds of the fiduciary duties should be performed is elaborated in details. The aim of the project is to help the
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1. The one time dividend will not affect the stock price. The value of the company will decline by the amount of the dividend. Ignoring taxes‚ shareholders wealth will not be affected because the stock price will drop by the amount of the dividend payment. 2. The value of the company could increase or decrease. If the company is overlevered‚ paying off debt can lower the interest rate on debt‚ and decrease financial distress costs. If there are no financial distress costs‚ capital structure
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the low administration requirements compare to form a company. Disadvantages The first major disadvantage is for partnership there are unlimited liability for Andy and Zara. The second major disadvantage is there is no separation between Andy and Zara to manage and control the business. ii) Advantages: The first major advantage is the company has limited liability for shareholders. The second major advantage is the share of the company allow for transfer and expansion. Disadvantages: The
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