company law
[Name]: Yong Yee Luenn
[Student ID]: TP 022725
[Intake number]: UC2F1210AF [FI]
[Module code]: BM054-3.5-3-CL
[Subject code]: Company Law
[Lecture’s name]: Nadiah Suki
[Assignment title]: Individual assignment
[Submit date]: 15th January 2014
Table of Content
Title
Page
Case Reference
3
Question 1
4-6
Question 2
7-8
Question 3
9-10
Reference
11
Case Reference
1) Salomon v. Salomon & Co. Ltd
2) Symington v. Symington’s Quarries Ltd
3) Daimler Co Ltd. v. Continental Tyre and Rubber Co.
4) Gilford Motor Co v. Horne
5 )Adams v. Cape Industries plc
6) Hochster v De La Tour
Question 1
As attorney on behalf Caca and Maba, I will tell them the legal effects of incorporation will provide advantages and disadvantages as below:
Advantages of Incoporation:
1) Corporate veil and limited liability
As stated in Companies Act, a corporate is independently functioning. It is a legal person and distinct from its members included shareholder and directors. Beside this, corporate veil also protect shareholders to lose upmost the amount they had invested if the company is sued and judgment is against the company.
In the case Salomon v. Salomon & Co. Ltd, it was judge that a company must be regarded as a separate person from any member of the company. It stated “the company at law is a different person altogether from the subscribers to the memorandum….nor are the subscribers as members liable in any shape or form, except to the extent and in the manner provided by the Act”
2) Perpetual succession and transferable shares
Changes of shareholder or director are allowed as the company considered going concern. The share of any member was movable and transferable. In the case Symington v. Symington’s Quarries Ltd, it was judge that a partnership business carried on by three brothers who decided to transfer it to a private limited company. A resolution was passed in
[Student ID]: TP 022725
[Intake number]: UC2F1210AF [FI]
[Module code]: BM054-3.5-3-CL
[Subject code]: Company Law
[Lecture’s name]: Nadiah Suki
[Assignment title]: Individual assignment
[Submit date]: 15th January 2014
Table of Content
Title
Page
Case Reference
3
Question 1
4-6
Question 2
7-8
Question 3
9-10
Reference
11
Case Reference
1) Salomon v. Salomon & Co. Ltd
2) Symington v. Symington’s Quarries Ltd
3) Daimler Co Ltd. v. Continental Tyre and Rubber Co.
4) Gilford Motor Co v. Horne
5 )Adams v. Cape Industries plc
6) Hochster v De La Tour
Question 1
As attorney on behalf Caca and Maba, I will tell them the legal effects of incorporation will provide advantages and disadvantages as below:
Advantages of Incoporation:
1) Corporate veil and limited liability
As stated in Companies Act, a corporate is independently functioning. It is a legal person and distinct from its members included shareholder and directors. Beside this, corporate veil also protect shareholders to lose upmost the amount they had invested if the company is sued and judgment is against the company.
In the case Salomon v. Salomon & Co. Ltd, it was judge that a company must be regarded as a separate person from any member of the company. It stated “the company at law is a different person altogether from the subscribers to the memorandum….nor are the subscribers as members liable in any shape or form, except to the extent and in the manner provided by the Act”
2) Perpetual succession and transferable shares
Changes of shareholder or director are allowed as the company considered going concern. The share of any member was movable and transferable. In the case Symington v. Symington’s Quarries Ltd, it was judge that a partnership business carried on by three brothers who decided to transfer it to a private limited company. A resolution was passed in