Legal Issue

Question: Write an essay onThe Corporation Act .2001 . Answer: Legal Issue The Corporation Act 2001 deals with the several provisions which governs the function of the directors and other bureaucrats of the business entity As stated in the section 180-184 of the corporation act which describes the powers and duties of the directors which are imposed on him, the contravention of such powers may result in numerous liabilities. In the present case, James and Jenny who are husband and wife are together holding 60% of the shares in the MTL and perhaps they even seek out to take a wider role in the managerial areas of the business. They went on to the extent of saying that the directors are should change the strategy of the business and even asked them to pay more attention to their business strategy or else the directors might be sacked. It is evident that a business is an entity, which is separate from its shareholders and directors. A number of its powers may according to its articles be put into effect by the directors along with there are numerous erstwhile powers which is preserved for the share holders in the general meeting. Cause of Actions The present scenario in the case reflects that the owners are exercising the powers which are not in the articles of the company. The control of the directors are contained by the restrictions of the authority granted to them in relation to the articles and surrounded by the perimeter which is described by the act was clearly expressed in the case of Green L.J in John Shaw Sons (Salford) Ltd v Shaw (1935) 2 K.B in the subsequent expression. A business corporation is an unit, which is independent from its shareholders and its directors. In the present case the significance of the shareholders are in conflict of the interest of the directors. In such a case neither the interest of the shareholders nor the interest of the directors shall prevail. It is the interest of the company which shall prevail. As per section 192 of the corporation act 2001 if a shareholders of the company seeks any interest from the company than the same must be communicated to the directors. No shareholders is liable to act beyond the powers which is conferred to him. The present case study reflects that the shareholders to seeks to gain interest from the directors by asking the directors to change the strategy of the business. Here in this the shareholders are acting beyond the authority provided in the articles of association and even threaten to sack the directors. Thus, this can be described as the breach of duty. The case reflects that the interest of the shareholders should not material to the personal interest. Similarly, a company secretary hold an important position in the company. It was held in the leading case of Northside Developments Pty ltd v Registrar general that a secretary can bind the company. Nevertheless, in order to bind the company the actions of the shareholders must be in accordance with their authority. In the present case, the act of the share holders are is beyond the scope of their authorities and powers in such a case the transaction are non-binding. Legal Issue: In the present case Martin Lu is a minority share holders in MTL and the shareholders have expressed the concern regarding the run down and the draining of its assets. However, the case study reflects that the directors have not shown any signs of trouble and they were not reluctant to hold the meeting with the minority shareholders. The minority shareholders have the right to convey act with the objective of putting a stop on the majority for oppression and mismanagement. These are legal rights of the minority shareholders and discover the in depth conversation in the later part of the study. In Bannet Coleman Co v. Union Ors (1977) the division bench of the court under section 397 and 398 of the corporation act 2001 are intended to prevent the shareholders and directors to avoid the dissolution of the company and continue its operations. On the other hand, mitigating the minority shareholders from the acts of operation and mismanagement or avert its associations from being performed in a mode which is detrimental to the interest of the public. Hence, according to the act, the court has the wide authority to displace the whole administration of the MTL. Cause of Actions The case reflects that when the directors signifying the minority of shareholders performs an ultra vires act for the business concern an individual shareholders has the authority to take up a legal action against the directors. The minority shareholder do not have the authority to confirm the legal issues. However, in such a scenario a minority shareholder has the authority to contain the business concern by an order or by an injunction of the courtyard from performing an ultravirus act. It was held in the Foss v Harbottle that an action can be brought by an individual shareholders. It is noted that the court decides the cases related to the minority shareholders. If the shareholders and the director of the company are in control of the company, the minority shareholders representative actions for fraud on the minority will be entertained by the court as it was in the case law of (Cf. Birch v. Sullivan, 1957 1 W R L 1274). The main reason for this is that if the minority shareholders is denied of the right to action, their grievances in such cases would be entertained in the court of law. In (Glass v Atkin 1967 65 D.L.R) (2d) 501, a corporation was equally controlled by the two defendants and the two plaintiff. The case highlights that the two defendants claiming that had deceptively changed the assets of the company for their private use. The court authorized the actions and noticed that the general principle of the company itself it to bring an action where it had an interest. The case reflects that the two defendants controlled the company in the wisdom that they would thwart the business concern from undertaking actions. However, the court on listening to the grievances of the plaintiff decides to initiate action against the company. In the present case the Martin Lu who is the minority shareholders can sue if an act necessitates a special majority but is passed by simple majority. The directors of MTL can act in simple or rigid formalities in order to observe the majority shareholders wants to provide validity to an act, which alleges to restrict the interest of the minority. Martin Lu has the right of action to restrain the company from acting on a special resolution to which a notice is served. (Baillie v. Oriental telephone and electric co.ltd (1915) 1 Ch. 503 (C.A). Legal Issues: Conversion requires special resolution: A company registered under section 8, which intends to convert itself into a company of any other kind, shall pass a resolution at a general meeting for the approval of such conversion. In the present case the directors of MTL is looking to change the trade of MTL in order to emphasis more focus on production and allocation of smart phone business as they assumed that the marketplace for DVD players have drenched. It is noticed that the directors have entered into the market with the view of implementing new strategy. Perhaps the descriptive declaration seize to the perceive summoning the general meeting may put out the details regarding the cause for such kind of alteration. The case reflects that that the directors who seek to change the business must file an application in the Form No. INC 18 with the local directors along with the payment of fee and authorized copy of the special resolution and a copy of notice assembling the conference which consisting of the instructions for approval itself into the business of any class and the corporation must also enclose the evidence of the notice given to all the authorities prescribed. In this regard, the rule 22(b) states the company shall send the copy of the notice, simultaneously with its publications together with the copy of the application and all the attachment are to be registered. The principal commissioners of income tax having the authority over the business concern and the main shareholders of the company have to make any representation to the regional director with in the receipt of the notice. Cause of Actions: In the present case the directors of MTL needs to be seek the permission to enter into the contract in order to acquire a new manufacturing firm for mobile phone in Shanghai in order to implement new strategy. The law states that the business concerns y must enclose the application a official document from the practising company secretary, which has been stated in the act regarding the regulations for conversion of a company registered under section 8 into other types of business which must be in compliance with the Corporation law. Legal Issues: The present case study reflects the directors of the company are under pressure for the shareholders however, they are not liable to sell off the assets of the company. On the other hand, it is better advised that the directors can create a holding company to avoid the pressure from the shareholders. The above stated case demonstrates the importance of general marketing and contrast to this general deterrence is the primary principle for the fixation of price in disposal of assets while gaining the control of the other holding companies, which the directors are planning to hold. Section 395 of the corporation act 2001 states that where the transferee business entity has offered to undertake the assets of the company or any class of shares of the transferor company, the scheme and the contract of the company exemplifying such offers has to be permitted by the shareholders. It must be noted that the shareholders holding not less than 51 per cent of the shares of a business firm or its nominee or the subsidiary company give the approval. The corporation act states that the transferee company is entitled and is under the obligation to acquire the share of the dissenting company shares and assets. Perhaps in this under the corporation act 2001 the directors are not advised to sell the share of the MTL and hence the above provisions will not apply in such scenarios and the transferee Chinese entity cannot take into the possession of the assets of the same class. Cause of Actions: According to the subsection (1) of section 233 of corporation act states that the notwithstanding with the provision of the section of 230 and sub section 232 a scheme of merger or amalgamation may be entered into the business of MTL. By merging the company with its subsidiary companies between the holding company and its wholly owned subsidiary company or such class of companies as may be prescribed in contrast to the following. A notice of the proposed scheme inviting the objective or the suggestions if obtained from the registrar and the official liquidator where the respective companies are situated or the person affected by the scheme. The opposition and the proposition received are measured by the business corporations in their particular general conference and the proposal is accepted by the respective members or class of members at the general meeting having the hold of at least ninety per cent of shares. Each of the business entities concerned in the amalgamation files a declaration of solvency in the prearranged form with the registrar of the place where the registered office of the business concern is located. The scheme should be approved by the majority of the shareholders representing the company as section 233(2) states that the transferee company must file a copy of the scheme with the registrar of the shareholders. The transferee company which is MTL in this case shall file an application with the registrar, representing the revised authorised capital and pay the prescribed fees which is payable in the transferee company. Reference List Australian Companies Legislation(CCH Editions, 1991) Charlesworth, J et al,Charlesworth's Company Law(Stevens, 1987) Charlesworth, J et al,Charlesworth's Company Law(Stevens, 1987) Company Law(R. De Boo, 1950) Corporations Act 2001 Reprinted On 1 July 2003 Taking Into Account Amendments Up To And Including Those Made By Act No. 41, 2003(Attorney-General's Dept., 2003) Corporations Act 2001 Reprinted On 16 June 2006 (Taking Into Account Amendments Up To And Including Those Made By Act No. 17, 2006)(Attorney-General's Dept., 2006) Crengle, Julie, Mark W Russell and J. G. M Shirtcliffe,Company Law Update(Australian Law Society, 2000) Oliver, M. C and Enid A Marshall,Company Law(Pitman, 1994) Related Party Transactions And Minority Shareholder Rights(OECD, 2012) Symon, Helen,Corporations Act 2001(Leo Cussen Institute, 2006) Turley, Ian F and Ayshia Rizza,The Financial Services Reform Act 2001(Leo Cussen Institute, 2002)

If You Read Nothing Else Today, Read This Report on College Essay Writing Samples

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Research Paper Topics - What Can Be Done With Your High School Research Paper Topic?

Research Paper Topics - What Can Be Done With Your High School Research Paper Topic?Great high school research paper topics will have you debating with teachers and classmates, and that is no way to learn. Doing your research first will help you make sense of what you are reading and learning. This research could be through handouts and textbooks, or in class. There are many great high school research paper topics out there for you to choose from.Before you start doing any research on your own, you should talk to someone who has done high school research paper topics. The advice will come from a variety of different sources, some of which you can find on the Internet. You may find that this sort of research really helps you understand the concepts in your text book or research booklet better.If you cannot find anyone who has done a high school research paper topic before, you can always get advice from the teacher who gave you the textbook. He or she may be able to guide you in choos ing topics that you will learn and love to do. This will help you have a greater understanding of the subject and maybe even help you enjoy doing research for a test or essay.By talking to someone who has already done a research topic, you will have an idea of how to format your text book, as well as choosing which subjects to read. It is also a good idea to talk to a counselor if you are not sure what kind of topic you would like to do. The counselor may be able to guide you into the right direction for your research topic.If you are not sure about the subject matter or research papers that you want to do, a good place to start is online, where you can find all sorts of great high school research paper topics. This may include history, geography, psychology, science, English, philosophy, math, and many other subjects. Just because one particular subject is used, doesn't mean that it has to be in every single text book. There are many topics out there that you can choose from.Today' s society has many issues that need to be solved. Many of these problems require a lot of thought and effort on the part of the students, but it also helps them learn about the various subjects and learn about the time line. Studying subjects that you are interested in and learning more about the world around you is important for your future.One of the best places to look for great high school research paper topics is the library. It is a great place to go to find new information that you may not have found elsewhere. After all, they hold thousands of volumes on almost every subject. You can find resources and materials that are geared toward a certain topic.The best way to go about finding the best research paper topics, is to get ideas from people who have done this. You can also read the topics in various books. These can be found at your local bookstore, library, or online. The Internet is also a great resource for high school research paper topics.

Essay on a Problem - Writing Essays on a Problem

Essay on a Problem - Writing Essays on a ProblemIt is common to hear people in writing classes talk about solving a problem in one paragraph and then explaining the problem in a second paragraph, but what is the difference between doing so and writing an essay about a problem? Here are three reasons to write essays about a problem:To give readers a taste of what you do for a living, or your real-life experiences. To discuss your expertise or the problems you are best suited to solve. To present your thoughts or opinions on the problem.There are several important things to keep in mind when writing essays about a problem. Make sure you break up your essay as much as possible and always include evidence of your expertise. For example, in a one-paragraph essay you might talk about your expertise in numbers, or in your opinions about quantum mechanics. But in a two-paragraph essay, you might talk about your expertise in numbers and math or discuss quantum mechanics and the Fermi paradox. But it is important to keep your focus on experts and to give your readers a taste of what you do for a living. It is also important to give your readers a taste of what you do for a living. That way, they can see your expertise, and whether or not you can solve the problem for them. If you do not have experts, how do you answer a problem for a reader? Give them an idea of your expertise and what they can expect from you, and then talk about a problem that they may have.Since so many people do not have true experts, they often end up writing essays that sound like opinion pieces. People try to reach the end of the first paragraph, then just dump a bunch of facts into a paragraph with no conclusion. It is important to explain your opinion on a problem in a way that makes your readers understand the problem and your opinions. That way, when they read your essay, they will have a definite opinion of your opinions.As you can see, writing an essay about a problem is about getting your re aders to truly think about the problem, and give you their actual opinion. It is also important to give them a taste of your expertise, and to make them believe in your expertise. A lot of times this is the only way a problem can be solved, or else no one will bother solving the problem. People will solve their problems without writing an essay, but just by listening to their problem solveers. Since so many people do not have true experts, their solutions are so much better than those of true experts.If you are struggling to write an essay on a problem, think about what you are truly good at and talk about that. Try to come up with as many ways to solve a problem as possible. It is important to give your readers a taste of what you do for a living. After all, no one would read a novel, and then try to solve a novel that only gave them a taste of what they would be getting from the book.

How to Write a Sample Short Essay

How to Write a Sample Short EssayA sample short essay should be designed to attract and delight the attention of the reader. What is your aim here? When it comes to writing, what are you trying to get across?This is also known as a good description, which can be really helpful to know as you look for ways of describing things in a clear and simple manner. This technique of drawing a reader in is also referred to as the hook, where you are then able to capture their attention, and eventually persuade them to buy the product or service that you are promoting.There are several other types of samples that you could also use to help you write a sample essay. For example, take a list of five attributes of a football player. You can imagine for instance that the five attributes will need to include speed, agility, strength, stamina and strength. Now, how would you define these characteristics in one sentence?As with all essays, the basic tenet of a sample short essay is to make your sentenc es short and concise. In other words, if the paper would fit on a page, your essay is too long. You will have to keep the essay to a reasonable length.Also keep in mind that every single word should be appropriate to the theme of the essay. This is especially true when you are discussing something like personality traits or attitudes. It is important that you do not overuse the use of certain words.The use of a high number of words is the worst thing that you can do when writing a short sample essay. It will make the essay too long and too dense, and you might just end up not being able to finish it.Now, the question now arises: how do you write a short essay?You don't have to spend a lot of time trying to come up with interesting ideas when there are so many wonderful resources out there to help you with this matter.

Tarzan of the Apes Essay Example For Students

Tarzan of the Apes Essay When I was reading the story, Tarzan of the Apes, I realized that throughout the whole story he describes the characters very narrative. He describes specifically the characters feelings, movements and characteristics.On the following, I will write about how the author describes the characters to us readers and how it makes this story feel more realistic than what it is. The story, Tarzan of the Apes, is a very descriptive story in which the writer describes the setting very well as if the reader was there. It expresses himself so good that makes everything so realistic. An example of this is when Jane and Tarzan are in each others arm. The author describes on how Jane felt having a man with muscles who was brave and good looking. It shows how visual this setting was. When I read this I felt like if I was sitting in the jungle watching them. I think this what this writer is trying for us to do. He wants for us to use visual imagery and imagine us as if we were there at this instance. This story shows how love grows between these two human beings and how different they both are coming from two different places who change them completely of who they are. I believe this author is a great writer who likes for readers to use their imagination towards reading such as showing Tarzan becoming this a hero for Jane. Bibliography: We will write a custom essay on Tarzan of the Apes specifically for you for only $16.38 $13.9/page Order now

A Beautiful Mind - A film review essays

A Beautiful Mind - A film review essays The director Ron Howard's latest film, A Beautiful Mind, is a entertaining, enlightening and compassionate drama witch tackles the trials and tribulations of a genius suffering from schizophrenia. The film is a the true story of a mathematician named John Forbes Nash Jr. who is played by Russell Crowe whom won a Academy Oscar for his portrait as Maximus in The Gladiator. We first meet John Nash at Princeton University in 1947 as a mathematician with social problems due to paranoid schizophrenia. Hes brilliant and doesnt hold back on expressing the capacity and merits of his brain to his peers. As a matter of fact he is already so above the institutional standards that he chooses to skip classes. He doesnt have much luck with women either and found himself being slapped in the face all too often with his blunt, "why don't we skip to the sex" line. Still, he understand his personal condition, so he has as little contact with people as possible, and spends most of his time in his dorm room searching for a discovery of a new theory. He is basically a smart, shy jerk with a wry sense of humour. Shortly after receiving recognition for his theories at Princeton, he becomes a professor at the prestigious school of MIT and begins teaching. He attracts the attention of one of his physic students, Alicia Larde, (played by Jennifer Connelly) and she finds Nash's eccentricities charming and asks him out to dinner. By 1957 the two were married. But at about the same time he meets his future wife, he also meets the compelling government agent (Ed Harris) who recruits the professor to break codes for the Department of Defence. It is only a few years later that Nash's schizophrenia is diagnosed. He becomes paranoid and delusional and at times violent. His world comes crashing down around him. People and things he believes are real are only in his head. Nash can no longer be convinced about who is real and who is in his h...