Question
1. Explain the liability of partners in the context of contracts and tort. 2. Briefly explain whether or not each of the following is recognised
1. Explain the liability of partners in the context of contracts and tort.
2. Briefly explain whether or not each of the following is recognised as a separate legal person:
(i) a joint venture;
(ii) a company;
(iii) a trust;
(iv) a person in business as a sole trader.
3. What are the main differences between a proprietary company and a public company?
4. Explain the significance of the decision in Salomon v Salomon & Co Ltd [1897] AC 22 for modern company law.
5. Explain the impact of s 588G of the Corporations Act (Cth) on the legal principles established in Salomon's case.
6. What is the effect of s 140(1) of the Corporations Act 2001 (Cth) on directors and shareholders of a company?
7. Explain how a company's internal governance rules can be changed. What are the limits to alteration of internal rules?
8. Describe the two ways in which a company may enter into a written contract citing relevant sections under the Corporations Act 2001 (Cth).
9. When would the company be bound by a pre-registration contract under the Corporations Act 2001 (Cth)?
10. How can promoters who have purported to enter into contracts on behalf of companies prior to registration exclude themselves from liability?
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