QUESTION 1 Koge Company Ltd was incorporated on 1st March, 2020 to distribute educational materials in the Ghana. The company commenced business with Mr. Mofart as sole shareholder, Mrs Ella Brempong (who solely subscribed to the documents of incorporation) and Mr. Alphonse Kakraba as directors and Bomo & Co. as Company Secretary. Sadly, Mrs. Ella Brempong passed away on 1** April, 2020 and it was subsequently replaced by Ms. Emerald Kusi, a 19- year-old LLB graduate on 14th April, 2020. A week later, Mr. Mofart also passed away. On 14h November, 2020, Prof. Bediako agreed and was entered on the register of members in addition to Mr. Respite who subscribed to the shares of the company. Mr. Mofart's will which was executed on 4th May, 2020 bestowed to his son, Mofart Jnr., his entire estate. The company through a resolution of the board of directors had also invested in off-shore tax havens with the intent of reducing their tax liability in Ghana. An official liquidator was appointed on 31st November, 2020 to wind up the company for insolvency. The liquidator has given an indication of bringing an action against officers of the company for liabilities of the company. He alleges that the company carried on business for more than 6 months without a member and made illicit investment in off-shore tax havens. Required: a) How may the company derive its Constitution to be used upon incorporation? b) Argue in favour of the Liquidator or Officers on the grounds of the intended action in Court. (Groups with even numbers are to argue in favour of the Liquidator and groups with odd numbers are to argue in favour of the Officers) QUESTION 1 Koge Company Ltd was incorporated on 1st March, 2020 to distribute educational materials in the Ghana. The company commenced business with Mr. Mofart as sole shareholder, Mrs Ella Brempong (who solely subscribed to the documents of incorporation) and Mr. Alphonse Kakraba as directors and Bomo & Co. as Company Secretary. Sadly, Mrs. Ella Brempong passed away on 1** April, 2020 and it was subsequently replaced by Ms. Emerald Kusi, a 19- year-old LLB graduate on 14th April, 2020. A week later, Mr. Mofart also passed away. On 14h November, 2020, Prof. Bediako agreed and was entered on the register of members in addition to Mr. Respite who subscribed to the shares of the company. Mr. Mofart's will which was executed on 4th May, 2020 bestowed to his son, Mofart Jnr., his entire estate. The company through a resolution of the board of directors had also invested in off-shore tax havens with the intent of reducing their tax liability in Ghana. An official liquidator was appointed on 31st November, 2020 to wind up the company for insolvency. The liquidator has given an indication of bringing an action against officers of the company for liabilities of the company. He alleges that the company carried on business for more than 6 months without a member and made illicit investment in off-shore tax havens. Required: a) How may the company derive its Constitution to be used upon incorporation? b) Argue in favour of the Liquidator or Officers on the grounds of the intended action in Court. (Groups with even numbers are to argue in favour of the Liquidator and groups with odd numbers are to argue in favour of the Officers)