...enter into a binding agreement 7 SPECIFIC TERMS IN A BUSINESS CONTRACT. 8 Analyze specific contract terms with reference to there importance and impact if these terms are broken using Mr. John’s contract for purchase of computers. 8 Justify the selection of methods/ techniques that Mr. John should use for the termination of contract with Mr. Bobs Company. 8 Apply and analyze the law on standard form contracts in the given scenario 9 Discuss the effect of exemption clauses in attempting to exclude contractual liability in the given scenario 11 LAW OF TORT IN BUSINESS ACTIVITIES AND PARTICULAR FORMS OF TORTIUOS LIABILITY. 12 Describe the nature of general tortuous liability comparing and contrasting to contractual liability 12 Explain the liability applicable to an occupier of premises in the given scenario 13 Discuss the nature of employer’s liability with reference to vicarious liability and health and safety implications taking Mr. Bobs Company as an example 13 Distinguish strict liability from general tortuous liability in the given scenario. 14 ELEMENTS OF THE TORT OF NEGLIGENCE 14 Explain and understand the application of the elements of the tort of negligence 14 Analyse the practical applications of particular element of the tort of negligence in the given scenario. 15 Reference: 16 Abstract The...
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... (a). Issue: can shareholders force the company comply with the replaceable rule and clause2.1? Under s134, a company’s internal management may be governed by provisions of the Corporations Act that apply to the company as replaceable rules, by constitution, or by a combination of both. Orchard Downs Pty ltd’s internal management is governed almost exclusively by its own constitution. The only replaceable rules it uses are the replaceable rule in s201G and the replaceable rule in s203C. In this case, Norm, Sean and Anne are the only shareholders of Orchard Downs Pty Ltd. They received a letter informing them that the board had appointment Betty as a director without holding a general meeting. The shareholders were all unsatisfied with appointment of Betty. However, the board of directors told them that as s201G was a replaceable rule, they were not obliged to comply with it. Under s135(3), a failure to comply with applicable replaceable rules is not of itself a contravention of the Corporations Act. However, the constitution and replaceable rules have effect as a contract. Hence, the shareholders can sue the company breach the contract. Section 140(1)(a) provides that a company’s constitution (if any) and replaceable have effect as a contract between the company and each member, under which each person agrees to observe and perform the constitution and rules as far as they apply to that person. Members can force company...
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...2014 ARRANGEMENT OF CLAUSES Part I PRELIMINARY Clause 1. Short title and commencement 2. Interpretation 3. Meaning of “business” 4. Meaning of “supply” Part II ADMINISTRATION 5. Director General and other officers and their responsibilities 6. Recognition of office 7. Public servants 8. Confidentiality of information Part III IMPOSITION AND SCOPE OF TAX 9. Imposition and scope of goods and services tax, etc. 10. Rate of tax 11. Time of supply 12. Place of supply 13. Supply of imported services 14. Place where supplier of services belongs 15. Value of supply of goods or services 16. Value of goods imported 17. Zero-rated supply 18. Exempt supply 2 Bill Part IV REGISTRATION Clause 19. Registration of taxable person 20. Liability to be registered 21. Notification of liability and registration 22. Cessation of liability to be registered 23. Direction to treat persons as a single taxable person 24. Voluntary registration 25. Notification of cessation of liability or voluntary registration 26. Cancellation of registration 27. Group registration 28. Registration of partnership 29. Registration of societies or similar organisation 30. Registration of branches or divisions 31. Personal representatives deemed to be taxable persons 32. Exemption from registration for persons making or intending to make zero-rated supply Part V ACCOUNTING, ASSESSMENT, RECOVERY, ETC. 33. Issuance of tax invoice 34. Production of tax invoices by computer 35. Credit note and debit note 36. Duty to keep records 37...
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...|Q1a) |Advantages / Disadvantages of Sole Trader, Partnership, Limited Company | | | | |Ans.: | | |Advantages Partnership or sole proprietorship |Disadvantages of Limited Company | |A company has to be formed and registered pursuant to the |A company has to be formed and registered pursuant to the | |provisions of the Companies Ordinance (Cap32), whereas a |provisions of the Companies Ordinance (Cap 32), more | |partnership is just and agreement between the partners, which |restrictions should be followed. | |may be oral or even inferred from conduct. | | |A sole proprietor can carry out business without having to | | |comply with any formality. | | |The administration and management of a company is governed by |The administration and management of a company is governed by | |the Companies Ordinance, which does not apply to a partnership...
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...Table of Contents. Page Section 1 Memo to Joe Bloggs 2 1.1 Corporate Structure 2 1.2 Formation of a proposed company 2 1.3 Registration 2-3 Section 2 Memorandum of Association 3 2.1 Article of Association 4 2.3 Directors of Company 4-5 2.4 Secretary 5 2.5 Share Capital 5 2.6 Charges 5-6 2.7 Auditors 6 2.8 AGM or EGM 6 Section 3 Any Protection under Irish Company Law 6-7 Section 4 Conclusion` 7 Reference 8 Appendix Appendix A Company limited by share 9 Appendix B Duties of Shareholders 9 Appendix C Directors/Secretary/ Companies 9-10 Appendix D Directors Responsibilities 10-11 Appendix E Secretary Responsibilities 11 Appendix F Ten points to contracts 11 Appendix G Standard form contract 12 Appendix H General Principles 13-20 Section 1 Memo to Joe Bloggs Relating to going in to business with the Corcorcan brothers in the manufacture of hurleys and protection of supply of Ash in Poland. 1.1 Corporate Structure. Recommend a private company limited by shares. Consisting of 4 members, 3 Corcorcan brothers and Joe Bloggs. Corcoran brothers well supply facilities, contacts, accountancy knowledge and marketing. You will supply web based sales knowledge. Each member must contribute a nominal sum of money and be issued with shares. The right of members to transfer their shares is restricted...
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...business and society differ now in the 21st century. With the endorsement of the 10th amendment, Federal and state powers were separated, which lead to the birth of the Commerce and Supremacy Clause were born. Businesses have headquarters located worldwide and perform services at remote locations. The company I work for is no different and must abide by the law set forth by the government. 10th Amendment On December 15, 1971 the ratification of the 10th Amendment of the Constitution was put into place to separate the Federal and State Government. According to "Findlaw" (2014), "The Tenth Amendment was intended to confirm the understanding of the people at the time the Constitution was adopted, that powers not granted to the United States were reserved to the States or to the people." The delegates of that time were assured that the new Federal Government could not enforce powers that they did not have. The Tenth Amendment also assured the State delegates that when needed they would be able to exercise the reserve power that was granted to them. The Supremacy and Commerce clauses where enacted to assist both the Federal and State government with enforcing their power granted to them by the tenth Amendment. Supremacy and Commerce Clause With the adoption of the Supremacy and Commerce Clause, it allowed the Federal and State government to exercise their granted powers without reprisal from the other party. According to...
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...Question 1 Issues • Whether the hotel is responsible to the negligence. • Whether the exemption clause can exclude its liabilities. Analysis First of all, we need to clarify whether the hotel is responsible to the negligence. To succeed a tort action, the following element must be satisfied: • The defendant owes a legal duty of care to the plaintiff; • The defendant breaches the duty of care; • The plaintiff’s loss or damage is a consequence of the breach of duty (Causation). Duty of Care • The duty of care is a duty ‘to take reasonable care to avoid acts or omissions that may reasonable foresee would be likely to hurt your neighbours.’ • ‘Neighbour are persons who are so closely and directly affected by my act that I ought to have them in contemplation as being so affected when I am directing my mind to the acts or omissions which are being called in questions’ (Donoghue v. Stevenson 1932). • The application of the Neighbour Principle is subject to the requirement of: - Reasonable foresseability - Sufficient proximity by reference of cause and effect (the relationship between the defect of the brake and the car accident) Bourhill v Young [1943] - It is reasonable to impose such duty on the defendant (Caparo v. Dickman Plc 1990) • Customers are neighbours of the hotel, so the hotel owned a duty of care to the costumers’ personal safety and their financial interest under the neighbour principle...
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...HND BUSINESS MANAGEMENT COURSE: ASPECTS OF CONTRACTS AND NEGLIGENCE FOR BUS [Type text] Page 1 Tables of contents Executive summary-----------------------------------------------------------------Introduction--------------------------------------------------------------------------Case study 1a Augustine and Christina------------------------------------------1b Augustine and Florence------------------------------------------Case study 2a Richmond consultancy business---------------------------------Case study 3 Catherine and Daniel---------------------------------------------Case study 4a Telephones supplied cannot be modified--------------------4b Telephones supplied can be modified-------------------------Case study 5 Grace and Office Supplies Ltd-------------------------------------Case study 6 Alfred and George------------------------------------------------------Case study 7a Test for a Tortfeasor as an Employee------------------------------7b Test to determine if employee’s act was during employment-Case study 8a Mary and Barnett Hospital-----------------------------------------8b Mary and Joe---------------------------------------------------------8c Mary and Thomas--------------------------------------------------Conclusion---------------------------------------------------------------Reference/Bibliography------------------------------------------------ Pages Executive summary [Type text] Page 2 This report is made of eight sections (case studies)-case...
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...ARRANGEMENT OF CLAUSES PART I PRELIMINARY Clause 1 1. 2. Short title and commencement Interpretation PART II THE AUTHORITY 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. Establishment of the Authority Common seal Membership of the Authority Temporary exercise of functions of the Chairman Schedule Approval to hold other offices Tenure of office Remuneration and allowances Revocation of appointment and resignation Vacation of office Committees Disclosure of interest PART III FUNCTIONS AND POWERS OF THE AUTHORITY 15. 16. 17. 18. 19. 20. 21. Functions of the Authority Powers of the Authority Additional functions of the Authority Delegation of the Authority’s functions and powers Direction by Minister Returns, reports, accounts and information Authority may establish and participate in bodies corporate 2 Bill PART IV EMPLOYEES OF THE AUTHORITY Clause 22. 23. 24. 25. 26. 27. 28. The Chief Executive Officer Temporary exercise of functions of Chief Executive Officer Appointment of employees of the Authority Conditions of service Payment of retirement benefits, etc. Loans, scholarships and advances Authority may adopt regulations, etc. PART V FINANCE 29. 30. 31. 32. 33. 34. 35. 36. 37. 38. The Sustainable Energy Development Authority Fund Expenditure to be charged on the Fund Conservation of the Fund Bank accounts Power to borrow Investment Limitation on contracts Financial procedure Financial year Accounts and reports Part VI GENERAL 39. 40. 41...
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...case of Steggles Limited v Yarrabee Chicken Company Pty Ltd,[1] there was significant disagreement over the interpretation of a particular clause that was set out in the contract between the processor, Steggles and the Grower, Yarrabee. Specifically, clause 7.4(a) of the contract which had to do with “extra shed capacity” stated that growers who had entered into a contract with Steggles were entitled to receive any extra shed capacity first and in preference to any third parties during the duration of their contract. From the perspective of Steggles who owned a processing plant in Beresfield in Hunter Valley, this clause meant that the company would provide growers with any additional shed capacity (in terms of the size and number of sheds) should they have a need for it during the length of their contract, and would do so prior to providing any additional shed capacity to third party growers. However, Yarrabee understood this clause very differently and took it to mean that growers were also entitled to be allocated more chickens that needed rearing on a preferential basis by Steggles. Therefore, the main issue in this case was over how this particular clause was interpreted by both parties and what actual purpose this clause sought to serve. b) On appeal, the judges determined that the proper method in understanding a particular clause in a contract was to construe (or interpret) it with reference to the principle of objectivity, as determined in the cases of Pacific Carriers...
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...In most European legal systems conducting parallel negotiations is in itself not considered to be in bad faith. It is very common in practice, and essential to a market economy, to compare different proposals and to choose the most advantageous one. The French court held in Manoukian that conducting parallel negotiations in itself does not result in tortuous liability, but it must be conducted in good faith and must not lead to a situation where one party has the belief that a contract is to be concluded with her and is only informed that a contract has been concluded with a third weeks afterwards. French courts usually infer three types of duties form this general obligation of good faith, which are: a duty to inform, a duty of confidentiality and a duty not to behave inconsistently during the negotiations. Considering the above parallel negotiations do not constitute bad faith, yet the requirements for breaking off negotiations is the same as under point 1b and 2a. The negotiations may not be used to just acquire information to use to ones advantage but must be conducted with...
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...interest. Principals desire to have constructed a product of the best quality for the lowest possibly price. The contractor on the other hand is more likely to make a higher profit if the product is of a lower quality (and therefore cost) and a higher price (as opposed to costs). In addition, although a greater proportion of design risk is placed on the contractor, this passing of risk is often accompanied by the abrogation of responsibility and loss of control. The paper will refer to the approaches of 3 standard form contracts - AS 4300-95, AS 4902-00 and PC1-98 in dealing with these issues focussing on: 1 content of the design duty (this may be duty to achieve a specified result or satisfy particular criteria) and role of the principal’s project requirements (PPR); 2 level of design responsibility (such as an absolute duty or a lower duty of reasonable skill or care); 3 responsibility for prior design...
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...ENUMERATED POWERS The Congress shall have the power to lay and collect taxes, duties, imposts and excises, to pay the debts and provide for the common defense and general welfare of the United States; but all duties, imposts and excises shall be uniform throughout the Unites States. The first enumerated power given to Congress is also known as The Taxing and Spending Clause, General Welfare Clause and the Uniformity Clause. It authorizes Congress to levy taxes for paying debts of the United States and provide defense and general welfare of the United States. This power has been one of the most controversial provisions of the Constitution. Our founding forefathers Hamilton and Jefferson debated over it in the establishment of the first bank of the United States to handle taxes, borrowing and debt payments. Also there was debate on seeking government support for industry to keep the economy strong and well-supplied in case of war. First case we saw involving this power was in 1819 McCulloch v. Maryland involving the National Bank, where Chief Justice John Marshall established the fundamental law where a strong government that might be supreme in all matters and that could provide all manner of public goods. General Welfare was intended to for the Welfare of the United States and the individuals of the country. Congress never passed legislation outside the government where it would benefit the states. Never have the enumerated powers been abused until we see...
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...NATIONAL ASSEMBLY No. 60-2005-QH11 SOCIALIST REPUBLIC OF VIETNAM Independence - Freedom - Happiness LAW ON ENTERPRISES Pursuant to the 1992 Constitution of the Socialist Republic of Vietnam as amended and supplemented by Resolution 51-2001-QH10 dated 25 December 2001 of Legislature X of the National Assembly at its 10th session. This Law provides for enterprises. CHAPTER I General Provisions Article 1 Governing scope This Law provides for the establishment, management organization and operation of limited liability companies, shareholding companies, partnerships and private enterprises in all economic sectors (hereinafter referred to as enterprises); provides for corporate groups. Article 2 1. 2. Applicability Enterprises of all economic sectors. Organizations and individuals involved in the establishment, management organization and operation of the enterprises. Application of the law on Enterprises, international treaties and relevant legislation Article 3 1. The establishment, management organization and operation of enterprises in all economic sectors shall comply with this Law and other relevant provisions of the law. In special cases where the establishment, management organization and operation of an enterprise are regulated by another law, the provisions of such law shall apply. If an international treaty of which the Socialist Republic of Vietnam is a member contains provisions which are different from the provisions in this Law, the provisions of...
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...MANU/SC/0293/1998 Equivalent Citation: AIR1998SC2120, 1997(1)ALD(Cri)157, 1998(1)ALD(Cri)762, 1997(1) BLJR263, 1998CriLJ2930, JT1998(3)SC318, 1998(2)PLJR67, 1998(3)SCALE53, (1998)4SCC626, [1998]2SCR870 citation image IN THE SUPREME COURT OF INDIA Crl.A. Nos. 1207-1208 of 1997 [With Crl.A. Nos. 1209/97, 1210-12/97, 1213/97, 1214/97, 1215/97, 1216/97, 1217-18/97, 1219/97, 1220/97, 1221/97, 1222/97, 186/98 (Arising out of S.L.P. (Crl.) No. 2/98) and 187/98 (Arising out of S.L.P. (Crl.) No. 366/98)]. Decided On: 17.04.1998 Appellants: P.V. Narsimha Rao Vs. Respondent: State (CBI/SPE) Hon'ble Judges: S. C. Agrawal, G.N. Ray, A.S. Anand, S.B. Bharucha and S. Rajendra Babu, JJ. Counsels: Ashok H. Desai, Attorney General for India, T.R. Andhyarujina, Solicitor General, P.P. Rao, Kapil Sibal and D.D. Thakur, Sr. Advs., Ranjit Kumar, Anu Mohla, I.C. Pandey, C. Paramasivam, Ajay Talesara, Jamshed Bey, Rakhi Roy, Bina Gupta, Surat Singh, Ashok Mahajan, P.P. Singh, Chandrashekar, Girish Ananthamurthy, B.Y. Kulkarni, Navin Prakash, Arun Bhardwaj, K.C. Kaushik, Manish Sharma, D. Prakash Reddy, L. Nageshwara Rao, Indu Malhotra, Rajiv Dutta, Akhilesh Kumar Pandey, Bharat Sangal, R.P. Wadhwani, P.K. Manohar, P. Parameswaran, A. Mariarputham and S.C. Jain, Advs Subject: Media and Communication Subject: Criminal Acts/Rules/Orders: Privileges of Parliament Act, 1512 ;Code of Criminal Procedure, 1973 - Section 108, Code of Criminal Procedure, 1973 - Section 164, Code of Criminal Procedure, 1973 Section...
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