Please see attached. Specific to Irish companies
LAW707 (CRN 16195) - COMPANY LAW (Dublin cohort, May/June 2022) CASE STUDY Assume that you have graduated successfully with a degree in law and have also acquired a specialist diploma in Company Law. Three of your friends from school, Jacob, Sarah and Liam, who have no background in law, have reconnected with you recently and they are planning to start a business together in Dublin. They want advice from you on various matters concerning their proposed business and you have agreed to help them. In the first place, your three friends are unsure about what form their business should assume. They have heard about sole traderships, partnership firms, companies etc. but do not know much about the differences between those terms or about other options available to them, including. for example, the different types of company that can be established, depending on what advantages they are seeking in relation to liability for debts, onerousness of reporting restrictions etc. In the first place, can you explain to them what are those options and the key features of each business [10 marks] type. It emerges during your conversations with the trio that they are keen to set up a leather goods manufacturing business, mainly because Liam has some expertise in that area. They would need around $5 million to set up a modest factory and related infrastructure. They plan to lease land for setting up a factory and they expect to buy the needed machinery. They expect that, once production begins, it will be a continuous process with a substantial quantity of raw materials coming in and finished products going out. Given these plans, what business structure would you advise the trio to choose, for example between a company - private or public - and a partnership? You should give clear reasons for your choice. [10 marks] One of Jacob's relatives, Peter, is in the property business and he has indicated that he will be able to find a suitable plot of land for the business. It so happens that Peter's wife owns a huge estate, a part of which she is willing to let Peter offer to Jacob and his colleagues to lease. The land is registered in the name of an offshore company based in Panama. The connection with Peter's wife is not evident in any of the documentation proposed for the lease (but Peter has, because of his relationship with Jacob, explained these facts to him). Are there any legal issues that Jacob, Sarah and Liam need to think about and clear with Peter in relation to the transaction? [10 marks] The next issue that Jacob, Sarah and Liam need to consider is the management of their business. Assume for the sake of this exercise that they have decided to incorporate the business as a private company, limited by shares. From everything they have heard about company management, they believe that all three of them would become full-time executive directors and they would also have to hire a few other directors to augment the board. They are slightly confused by some terms that they have heard, such as 'shadow' and 'de facto' directors, and in particular about the powers. privileges and responsibilities that attach to each of these types of directorships. Explain, for their benefit, what such terms mean and what options are, in your opinion, best suited for the business that Jacob, Sarah and Liam have embarked upon. [15 marks]
