Question 1

Mickey contracted to sell an apartment to Minnie for $7,200,000 in August 2020. Before completion of the sale, he received an offer to buy the same apartment for $8,000,000 from another buyer. Mickey changed his mind for sale and wished to avoid himself from obligations to transfer the apartment to Minnie under their contract of sale. He then created a company, Disney Ltd as the principal shareholder and the sole director, and transferred the apartment to Disney Ltd. He informed Minnie that he could not transfer the apartment to her as the apartment is owned by Disney Ltd, and he could only pay back Minnies deposit and compensate for her loss, if any.

Required:

Advise Minnie whether she can apply for a specific performance against either Mickey or Disney Ltd to complete the agreed sale of apartment.

(Total for Question 1: 20 marks)

Question 2 (15 marks)

Critically analyze and provide THREE examples to illustrate the situations that a member of a company may call a general meeting to remove a director of the company.

(Total for Question 2: 15 marks)

Question 3 (15 marks)

Critically analyze and provide THREE examples to illustrate the situations that a financial assistance for the acquisition of shares are permitted under the Companies Ordinance (Cap 622).