Corporate law Essay Example | Topics and Well Written Essays - 2250 words

Corporate law - Essay drill(d) To what extent, if any, could Peter or Amanda or both incur personal liability for the companys debts if the bank line fails? (e) Assume that there is one additional member of the board of film directors, John, to whom the echt day-to-day running of the calling has been left and who simply reports back to the board on the business he had transacted. John refers to himself as the managing director of Kent Cars Ltd, although he has never been officially appointed as such. A month ago John entered into a constringe on Kent Cars Ltd behalf with James to create a company website, however, Kent Cars Ltd did not wish to enjoin the actual website produced by James. The board of directors had refused to pay James, claiming that John did not have the necessary authority to enter into the contract with him. Analyse the situation with regard to the authority of John to make contracts on behalf of Kent Cars Ltd and in feature give notice whether or not Kent Cars Ltd is liable to James. Answers a. In accordance with the section 18 of Companies action 2006, in order for a company to exist, as a legal entity, it needs to have clauses of association, which will prescribe regulations for the company, (18.1 Companies work on 2006). Peter and Amanda are free to regulate the marchess under which their partnership will be demonstrable with the restrictions set by the particular proposition Act this means that Amanda and Peter can add any term in the articles of association but this term should not be in clear opposition with the rules of Companies Act 2006. If either of the partners leaves the business, then the partnership would be eliminated the business would have to be terminated, unless an arrangement has been made in advance, with relevant terms included in the articles of association, that in such case the company will refer to exist being transformed to a single member company in the context of the article 123 (part 2 of Compani es Act 2006). However, the shareholding of the deviation partner should be secured this target can be achieved through specific terms in the articles of association, as for example the following ones (part 2, part 9) a) a term defining that the sledding member would have the right to exit the firm anytime after a relevant notice, without his right to subscribe to for his share on the companys property to be influenced, b) a term defining that the leaving member would ask for his share from the firms profits within the particular financial stratum referring to the peak beginning in the first day of the current year and ending the day when the particular member decides to leave the company, c) a term defining that the share of the particular member would not be affected (reduced) by potential limitations in the companys wealth because of the decisions of the another(prenominal) member referring to the period beginning the day that the leaving member leaves the firm up to the d ay that his share is given to him, d) a term should be also included stated that any right of the members/ shareholders on the companys assets would be kept in case that the assets will be not sold or, in other way, distributed between the