Discuss the documentation required under the Companies Acts for the valid incorporation of a limited liability Company
Discuss the documentation required under the Companies Acts for the valid incorporation of a limited liability Company. LTD and
There are certain well recognised rules in the recovery of Damages where a breach of contract is established.
Case studies of company law(separate legal personality, directors duties), Insolvency essay style question, Problem question on employee, Duties of receivers duties.
Jonny Nohan owns and runs a dog walking/pet minding business. He set up the business as a part-time job during college but since 2005 when he set it up the business has expanded and he now employees 4 other employees and owns three vans. The business consistently makes a large profit every year and he has now expanded the business into dog grooming and selling pet products. One of his long-standing employees has come to him and asked him whether they could go into partnershop and open up a pet-store as well. Mr. Nohan is unsure what would be best for his business as his bank adviser told him to consider the option of incorporating the company instead of a partnership. He heard He wants to invest more into the business and is thinking of forming a limited company in order that he could loan the company investment capital and has heard that he can get a debenture from the company but does not know what this means. He also seeks to protect himself personally against any future financial difficulties (as he is now getting married and buying a house with his wife.
He seeks your advice and knowledge of case-law on the following issues:
The advantages of a limited company over forming a partnership.
And in addition briefly on the following:
How many directors he would need to form the company and what documents he would need to do this and where he would lodge the relevant documentation.
If he were to loan the incorporated company a sum of money and receive a debenture what this would mean for him if the company went into financial difficulties.
Andrew, Brian, Colin, Diana and Elizabeth were the directors of Gemsales Ltd, a company engaged in the business of importing and supplying jewellery as wholesalers to the local market.
The company decided that as the market was becoming more competitive it needed to expand its business as it felt with increased volumes of sales it would be able to lower its prices and be more competitive. In order to do so it obtained a 4 million dollar loan from the Friendly Bank Ltd. 3 million was used to buy more stock and 1 million was used to buy a large new warehouse and showrooms from Traders Ltd.
Colin was not at the meeting that had made these decisions as he was in hospital recovering from a serious accident. Elizabeth, as was her usual custom, had not attended the meeting but signed the requisite documentation agreeing to the expansion of the business and the getting of the loan. Diana who attended, said she did not know if she agreed and abstained from voting. Andrew and Brian both voted to go ahead with the expansion and the getting of the loan.
At about this time Brian has established contact with Victor, who was setting up a new business as a retailer of jewellery. Victor was looking for reliable suppliers, but said he would not deal with Gemsales Ltd as he did not like Andrew, the Managing Director. Not wishing to miss out on such a lucrative business opportunity, Brian arranged to set up his own business as a jewellery wholesaler and a contract was entered into between Victor and Brian for the supply of jewellery.
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