Company Law Questions

Question 1

Samuel was a promoter of a company called Edmanuals Pty Ltd. Six months before the company was registered Samuel signed a contract on behalf of Edmanuals Pty Ltd for $10,000.00 per month for 6 months for the hire of a 2005 CLS500 Mercedes Benz motor vehicle from Samuel's Cars Pty Ltd. Samuel is the sole director and sole shareholder of Samuel's Cars Pty Ltd. Edmanuals Pty Ltd does not want to honour the contract. Advise Edmanuals Pty Ltd.

Question 2

Maree is an experienced accountant and audits the financial report of IOD Ltd. During the audit she suspects that a contravention of the Corporations Act 2001 (Cth) has occurred. What contractual duties does Maree owe IOD Ltd under the common law? What is Maree required to do if she suspects a contravention of the Corporations Act 2001(Cth)?

Question 3

With reference to case law and the Corporations Act 2001(Cth) describe what is meant by the term 'insolvency' and identify the link between 'voluntary administration', 'deeds of company arrangements' and 'liquidation'.

Question 4

"The law recognises a corporation as a distinct legal entity, having a separate existence and a corporate personality of its own, quite apart from the members who comprise it." Discuss this statement with reference to the main legal consequences both at general law and under the Corporations Act 2001 (Cth).

Question 5

Bob wants to assist a yet to be formed company to take advantage of lucrative contracts which need to be signed before the company is incorporated? Citing the relevant sections in the Corporations Act discuss whether or not Bob could be held liable if he signs a pre-registration contract.