LW D The formation and constitution of business organisations

Written by Saad Rahman (ACCA)

اے سی سی اے · کارپوریٹ اور بزنس لا · 9 سوالات

نام: ____________________ تاریخ: ____________

An agent acts outside the authority given by the principal and the third party did not know. Who may the third party claim against?
- A The company's auditor
- B The principal in all cases
- C No one
- D The agent, for breach of warranty of authority
Apparent authority arises when:
- A The agent has a written contract
- B The agent has worked for ten years
- C The principal's conduct leads the third party to believe that the agent has authority
- D The agent is paid a commission
In an ordinary partnership, how are the partners liable for the firm's debts?
- A Jointly, without limit, with their personal assets
- B Only the senior partner is liable
- C Only for the amount they invested
- D Not at all
A limited partner's liability is limited as long as the partner:
- A Works full time in the firm
- B Does not take part in management
- C Is a director
- D Invests more than half of the capital
What does the veil of incorporation mean?
- A The company cannot be sued
- B The members own the company's assets directly
- C The company has no liability
- D A company has a legal personality separate from its members
In which circumstance will a court most likely lift the veil of incorporation?
- A The company is small
- B The company has one shareholder
- C The company makes a loss
- D A company is used as a sham to avoid an existing legal obligation
What is a promoter?
- A A person who takes the steps needed to form a company
- B A person who buys shares
- C A person who is the company secretary
- D A person who audits the company
A person signs a contract for a company that has not yet been formed. What is the usual rule?
- A The contract binds the shareholders
- B The company cannot ratify it, and the person may be personally liable
- C The company is automatically bound
- D The contract is automatically void for all parties
How can a company's articles of association generally be changed?
- A By an ordinary resolution of the directors
- B By a decision of the company secretary
- C By the auditor
- D By a special resolution

جوابی کلید

1. D, 2. C, 3. A, 4. B, 5. D, 6. D, 7. A, 8. B, 9. D

An agent who acts without authority may be liable to the third party.
It depends on what the principal has represented.
Unlimited liability is the main disadvantage of an ordinary partnership.
Taking part in management can lose the protection.
The company, not its members, owns its property and owes its debts.
Courts lift the veil only in exceptional cases.
Promoters owe duties to the company.
Pre-incorporation contracts cannot be ratified by the company later.
A special resolution needs at least 75 percent of votes cast.