Question
Bill and Ben operate a partnership that grows and sells garden plants. They decide to register a company to be named Flowerpot Pty Ltd and
Bill and Ben operate a partnership that grows and sells garden plants. They decide to register a company to be named Flowerpot Pty Ltd and sell their business to it. The plan is for the company to raise funds of $400,000 by borrowing $100,000 from Bigbucks Bank Ltd and issuing 300,000 shares for $1.00 each - 100,000 to Bill, 100,000 to Ben and 100,000 to Pansy, a friend of Ben.
Before Bigbucks Bank Ltd will lend money to the company, it requires a personal guarantee from Bill. The shares to be issued to Pansy are to be paid up to 60 cents, whilst Bill and Bens' shares are to be fully paid on issue, being paid for by the transfer of the partnership business.
(i)Describe the liabilities faced by Bill and Ben whilst operating their partnership.
(ii)Describe the liabilities faced by Bill, Ben and Pansy after the registration of Flowerpot Pty Ltd and the receipt of the bank loan.
[Refer to sections of the CA, where applicable.]
(iii)How would the liabilities of Bill, Ben and Pansy be different if the company was registered as "Flowerpot Pty"?
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