Mr. Flaky worked with. Jerky Delite Ltd a large restaurant and Pastry Company as the Head Chef for over twenty years. He entered into a contract with Jerky Delite Ltd that should he leave the company he would not solicit their customers. On Monday, September 10, A major disagreement developed between Mr. Flaky and the Managing Director of the company, Joseph, over some new company policy which resulted in Mr. Flaky resigning from the company.

Based on the numerous phone calls received from his former employer's customers, Mr. Flaky, former employee of Jerky Delite Ltd decided to form his own company in a commercial complex not far from his previous employer. One month later, he got his wife Sweety to incorporate a private limited company with the name Jerkie Deleete Ltd Limited and started soliciting his former employer's customers. Given that Mr. Flaky had agreed not to solicit any of his former employer's customers, he did not want to be directly linked to the company, so he owned only one (1) share, and the remaining ninety-nine (99) shares belonged to his wife, Sweaty. The company was incorporated with 100 shares, with Sweety being the Sole Director.

Jerky Delite Ltd is contemplating taking legal action against Mr. Flaky for soliciting its clients and similarity in the names of both companies.

Prior to the incorporation of the Jerky Delite Ltd., Joseph the Managing Director had entered into a contract with Sugar Suppliers Ltd for the supply of sugar signing the contract in his own name. Sugar Suppliers Ltd is insisting that they have a legally binding agreement with Jerky Delite Ltd.

Using relevant Cases, The Companies Act of Jamaica 2004 and the business name act:

1. Discuss all the issues arising from the above case

2. Advise the Managing Director of Jerky Delite Limited of the principles governing the issue of Prospectus (including liability for FALSE STATEMENTS) if he decides to convert his business into a Public Limited company.