This question is located in Fiji. The Partnership Act and Cos Act 2015 are the governing law. A and B are equal partners in a firm (a partnership) that owns and operates a chain of coffee shops. The firm trades as Coffee Heaven. (The business name has been registered per s.32(a).) In late April a business meeting between A, B and C agree as follows. C will join A and B in the coffee shop business. C is to invest $100,000 as equity, being an amount equal to 50% of the present net value of the business. The coffee shop business will be owned and conducted utilizing a private company owned in equal proportions by A, B and C. The company is to be called Coffee Shop Pte Ltd ('CSco'). Each of A, B and C are to be directors of the company so long as they remain members. If any of A, B or C wishes to dispose of her shares in the company the shares are to be first offered to the other two shareholders at fair market value. Following this meeting A, B and C engage Lawyer to provide legal assistance in implementing their plan. The three attend at Lawyer's office where the following events occur. First, Lawyer has Shelf Co Pte Ltd ('Shelfco') transferred to his clients. Here is some information on Shelfco. Shelfco is a shelf company previously created by Lawyer. The company has issued 3 shares at an issue price of $1.00 per share. The articles of the company are in the form of Schedule 2. Shelfco's sole shareholder and sole director is Lawyer. Second, Lawyer prepares a draft of several special resolutions for consideration at a general meeting of the company. Third, Lawyer prepares a draft purchase and sale agreement between A and B trading as Coffee Heaven and the company. Fourth, Lawyer prepares a draft of several resolutions concerning the purchase of the coffee shop business and C's involvement in the company for consideration at a directors meeting. A, B and C leave Lawyer's office as owners of Shelfco. Thereafter the following events occur in order. - The general meeting is held where the special resolutions drafted by Lawyer are unanimously passed. - A directors meeting is held where the resolutions drafted by Lawyer are unanimously passed. - The 2 partners and the company execute the purchase and sale agreement. - Various legal documents are executed by A and B transferring the firm assets to the company. - C deposits $100,000 to the company's bank account. - The company issues 100,000 fully paid ordinary shares to each of A, B and C at an issue price of $1.00 per share. Answer the following questions concerning events outlined in this story. Explain your answers. Where appropriate refer to any relevant sections, case law, or provisions in the company's Articles. (i) How exactly is Shelfco transferred to the clients A, B and C? (ii) What are the several draft resolutions prepared for the shareholders meeting? Your answer to this question must be specific. (Here is a hint. How well does Shelfco in its present form fit with the business plan of A, B and C?) (iii) What are the several draft resolutions prepared for the directors meeting? (iv) How exactly are the shares issued to A, B, and C? (v) What filings if any must the company make? Note: your answers to all these questions must be specific, detailed and include reference to any relevant statutory provision or article