BTB2220 Corporation Law 公司法 assignment 代写

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 BTB2220 Corporation Law 公司法 assignment 代写

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Assignment – BTB2220 Corporation Law (Berwick)

The assignment is a group project (2members per group).

Word limit: 1,800 – 2,000 (max)

Due date: 12:00pm, 24 th April 2017

Question 1

Sigma Pty Ltd is a wholly owned subsidiary of Chima Ltd. Sigma conducts a ferry service on Port Phillip Bay

which has proven to be financially unsuccessful. In addition, due to the negligence of its employees, a

passenger sustained life threatening injuries and successfully conducted a damages claim against Sigma.

Sigma, which does not have any insurance to cover this episode was ordered to pay the plaintiff $2 million.

Sigma was not able to pay this amount and was only able to conduct its business operations on the basis that

Chima constantly provided it with the necessary funds to continue its operations. Sigma also owed $200,000

to various creditors and the court has ordered that it be wound up.

a) Is Chima liable to pay the damages owing to the injured passenger?

b) Will Chima be obliged to pay the $200,000 owed to the creditors?

(10 + 5 = 15 Marks)

Question 2

Comatose Pty Ltd relies on the replaceable rules for its internal governance, with the exception of one

constitutional clause which provides:

“Directors cannot be removed from their positions except in the case of proven fraudulent

conduct.”

A director, Dylan, has proved to be totally useless in conducting the business, and as such, the other directors

wish to remove him from his position.

The directors would like to issue shares to persons who are not presently shareholders of Comatose.

When the company was formed it was expressly agreed that shareholders would not be able to sell their

shares to persons other than existing shareholders.

a) Can Dylan be removed? How?

b) Can the directors proceed with issuing the shares?

c) Mervyn, a disgruntled shareholder has sold his shares to Merran (not presently a member). Are the

directors obligated to register this transfer of shares?

(8 + 3 + 4 = 15 Marks)

 BTB2220 Corporation Law 公司法 assignment 代写