Characteristics of a company -Companies are artificial entities with rights and liabilities separate from their shareholders or members -s119: company comes into existence as a body corporate at the beginning of the day on which it is registered with the name specified in its certificate of registration -This legal entity is separate from its members so assets of the company are not the assets of its members and contracts entered into by the company will create rights and liabilities that vest (giao
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Assignment | Sandy Goh (20806534) *Note: Unless otherwise mentioned‚ all sections mentioned in this essay are from the Corporations Act1. PART A (i) – whether Monica/ GE will be liable Under s12.1(1) of the Criminal Code Act2 (CCA) criminal liability may be imposed on GE due to Monica’s actions. A criminal offence consists of physical elements and fault elements (s3.1 CCA). The physical element is attributed to GE (s12.2 CCA) as Monica‚ who is a defacto Managing Director (MD) (s9)‚ bribed an
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Question 1. [Section 126] stated that a company is allow to contract through an agent and a company will be bound by the acts of its agents in the same way as any other principal. An agent’s acts bind the company into a contract with an outsider when rules of agency law applied. In this case an agent’s apparent or ostensible authority arise. This authority arise because when the receptionist represents Harry out to Micky and Harry did not specify that he wasn’t the factory manager‚ given Micky
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1 Sources of Company Law 1.1 W HAT IS COMPANY LAW? For the last century and a half a complex body of legislation called the Companies Acts has declared that if anyone presents to Companies House the documents required to form a ‘company’‚ the Registrar of Companies will issue a Certificate of Incorporation stating‚ like a birth certificate‚ that a new person‚ a ‘limited company’‚ has that day come into being. This robotic person‚ ‘owned’ by its shareholders‚ has no arms or legs‚ nor even
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COMPANY LAW – EXAM NOTES Incorporation and Its Effects S117 - All companies must register with ASIC S118 – All companies must have a Number S119 – Once the company is registered with ASIC‚ the company has a separate legal existence. Separate Legal Entity The separate legal entity notion is shown in Salomon v Salomon where a company shareholder is limited to the amount of share capital they have contributed and they can not be held personally liable for the dealings of the company. This notion of
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According to Doolan (1981)‚ an agent is never required to perform an illegal act. The agent is not liable when failing to perform it’s term‚ but when the agent begins to perform them‚ liability attaches for failure to complete. An agent will be personally liable where‚ he or she showed an intention to take personal liability‚ and also where he or she refuses to identity the principal. The relationship between an agent and his principal is created by contract. Under the agency contract‚ the agent is given
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if things go wrong? Provisions/ Case law: A promoter is defined in Twycross v Grant (1877) as ‘one who undertakes to form a company with reference to a given project and to set it going and who takes the necessary steps to accomplish that purpose’. The promoter would be the person who undertakes the formation of a company by carrying out the procedures necessary for incorporation‚ person actually interested in the company or professionals who incorporate a company as part of their business. But under
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Whether ABC Bhd can persue their claim against any other party related to ABC Bhd. Law: S.4(1) Company Act 1965 (CA1965) states that director includes any person occupying the position of director of a corporation by whatever name called and includes a person in accordance with whose directions or instructions the directors of a corporation are accustomed to act and an alternate of substitute director. For example‚ in the case of Datuk Sahar bin Arpan v PP followed Re Hydrodam which decided that‚ to establish
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information: s 157(2) Financial assistance to director-related companies: s163 Directors remuneration and benefits: s168‚169&172 Interested persons transactions: SGX Listing Manual Section 156 disclosures: s156(1)&(5) Duty to retain discretions Duty to avoid conflicts of interests Duty to use powers for a proper purpose Duty to act in good faith in the interests of the company Liability for fraudulent trading: s 340(1) General law Duties Loyalty and good faith THE DUTIES Care and
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the highest level of significance. Therefore‚ product liability is known as an issue which can jeopardize whole the business. There are many cases about companies who went bankrupt due to small potential liability issues which in normal circumstances nobody noticed and considered them as a factor. That is why only experienced and veteran attorneys handle product liability concerns and that is the reason why a company must consider product liability as one of its potential risks with high level of consequences
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