$20 Bonus + 25% OFF
$20 Bonus + 25% OFF
Securing Higher Grades Costing Your Pocket? Book Your Assignment at The Lowest Price Now!
Add File

Error goes here

ACC220-Law Of Business Associations

tag 0 Download9 Pages / 2,108 Words tag Add in library Click this icon and make it bookmark in your library to refer it later. GOT IT

Questions:

1.Raj and Alana have owned a vineyard and winery in South Australia for many years. In 2010 they decided that they wanted to make provision for including their children in the business in the future. As such, they incorporated the company Organic Wines Pty Ltd (“OW”) and transferred the vineyard and winery to the company. They then asked a solicitor friend of theirs, Ted, to draft the company’s constitution. 

Because of their desire for the company to continue their practice of organic farming and wine production, Raj and Alana asked Ted to include an ‘objects clause’ in the constitution which restricted the activities of the corporation to the organic framing of grapes, the production of organic wines and any related and incidental activities. When drafting the constitution Ted included this clause, along with a clause appointing himself as the company’s solicitor and stating that he could only be dismissed for misconduct. Ted received an allotment of 5% of the shares in the corporation as consideration for drafting the constitution. 

Up until 2016, the board of OW was made up of Raj, Alana and their son Jack (who is also the company’s Chief Financial Officer). In January 2016, Raj and Alana’s daughter Priya moved back from Melbourne after finishing her university studies. Raj and Alana were wanting to step back from the business and allow their children to have a more active role. On the 1st of February 2016, Priya was appointed to the position of Managing Director of OW for a period of two years. The board did not formally reappoint Priya as Managing Director after 1 February 2018, but she has continued to act in that position. In February 2018, Priya arranged for the appointment of Carl, a recently admitted solicitor and her current boyfriend, as company secretary of OW. 

One of the terms of Priya’s appointment, which were set out in a contract between her and OW, included a restriction to the effect that she was not to commit the company to any transactions in excess of $100,000 without approval by the Board of Directors. Priya had been looking at ways of expanding the business, and has been discussing potential supply agreements with Bob Murphy’s, a large national liquor supplier. However, in order to increase production sufficiently OW would need to purchase additional grapes from other vineyards. 

In June 2018, Priya negotiated an agreement for the supply of grapes from Seedy Vineyards Pty Ltd, for the value of $500,000. Seedy Vineyards use a range of pesticides on their grapes and have not subscribed to any principles of organic farming. On the 1st of July, Priya signed the contract as managing director along with Carl as company secretary. 

On the 5th of July, Priya notified Ted that his services are no longer required by OW, as they now have sufficient legal expertise with the appointment of Carl. 

When Jack receives the first invoice from Seedy Vineyards requesting payment, he raises the contract with Raj and Alana who are not pleased. They both call Ted for advice, but he says that he has been dismissed from his role and is about to bring an action against the company for breach of contract. 

Advise Raj and Alana:

A. Whether OW is bound by the supply contract with Seedy Vineyards  given they believe that:

a. Priyahas exceeded her authority to enterinto such agreements;  and
b. The agreement is in breach of the objects clause in OW’s  constitution; 

B. Whether Ted can enforce the clause in the constitution appointing him as company solicitor and what type of remedy would be applicable. 

2.The directors of Seedy Vineyards Pty Ltd are Karim and Miles, who each also own 45% of the company’s shares. The remaining 10% of the shares are owned by Olive. Whilst Seedy Vineyards has had a number of customers, their profits have not been significant and therefore they have not regularly paid dividends. As such, Olive has been trying to sell her shares. 

Karim and Miles want to retain control of the shareholding, but have generally refused to purchase Olive’s shares because of a lack of funds. However, on the 20th of June 2018, Miles agrees to buy 5% of Olive’s shares and they execute the agreement and transfer the shares. 

At the same time, Olive also managed to secure a sale of her remaining 5% of the shares to Priya. However, after completing the sale contract, Karim and Miles refuse to register the transfer of shares. Karim then offers to buy the shares at 10% less than the price Priya was paying.  After the transaction with Organic Wines is finalised on the 1st of July 2018, Seedy Vineyards declares a dividend five-time higher than any of the dividends declared in the past three years. 

Advise Olive:

A. Whether Karim and Miles have breached s181 of the Corporations Act  2001 (Cth) or their equivalent equitable duties by refusing to register the transfer of shares and what penalties or remedies might be applicable; and 

B. Whether she has an action against Miles for a breach of directors’ duties for his purchasing the shares without telling her of the improved prospects of the company. 
Download Sample Now

Earn back the money you have spent on the downloaded sample by uploading a unique assignment/study material/research material you have. After we assess the authenticity of the uploaded content, you will get 100% money back in your wallet within 7 days.

Upload
Unique Document

Document
Under Evaluation

Get Money
into Your Wallet

Total 9 pages, 1 USD Per Page

Cite This Work

To export a reference to this article please select a referencing stye below:

My Assignment Help. (2021). Law Of Business Associations. Retrieved from https://myassignmenthelp.com/free-samples/acc220-law-of-business-associations/breach-of-duties.html.

My Assignment Help (2021) Law Of Business Associations [Online]. Available from: https://myassignmenthelp.com/free-samples/acc220-law-of-business-associations/breach-of-duties.html
[Accessed 21 April 2021].

My Assignment Help. 'Law Of Business Associations' (My Assignment Help, 2021) <https://myassignmenthelp.com/free-samples/acc220-law-of-business-associations/breach-of-duties.html> accessed 21 April 2021.

My Assignment Help. Law Of Business Associations [Internet]. My Assignment Help. 2021 [cited 21 April 2021]. Available from: https://myassignmenthelp.com/free-samples/acc220-law-of-business-associations/breach-of-duties.html.


With time, MyAssignmenthelp.com has become one of the best college essay writing services. Our all rounded services give students the confidence to overcome assignment related issues. Our services are fast enough to meet most urgent deadlines. We are capable of delivering fast essay writing services with the help of our specially designed provisions and writers' teams. Our urgent essay help services guarantee most rapid delivery of assignment solutions. Some of our most popular essay services are application essay help, exploratory essay help, literary review essay help and argumentative essay help.

Latest Samples

MGT604 Strategic Management

Download : 0 | Pages : 7

Answer: Pro-Go had established a firm reputation within the field of high quality action cameras. It was founded in 2004 and is based in Geelong, Victoria. Pro-Go has been consistently popular among customers on account of some of its landmark innovations which have been patented. This has afforded the organization a certain kind of monopolistic power in its niche. Currently, Pro-Go has been attempting to devise a long term plan which takes in...

Read More arrow

MGT601 Dynamic Leadership

Download : 0 | Pages : 15

Answer: Introduction: The aim of the report is to explore and reflect on self-development as a leader and reflect critically on the leadership theories thereby developing a personal leadership strategy. I belong to India with ten years of experience IT sector and four years of experience in a leadership role. Prior to coming Australia for attaining master degree, worked for a company called Cerner India, a health care provider. I was acting a...

Read More arrow

INFT6800 Professional Practice In IT

Download : 0 | Pages : 3

Answers 1. Each company has its own culture and every worker needs to follow that particular culture. In the post mergers or restructuring situation the work culture of the previous organization also changes (Becher, 2018). Some of the cultural issues which might impact an ICT professional following organization merger or restructuring are as follows; Rapid changes: when a company has merged with another the new administration tried to ado...

Read More arrow

ENG 105LEC Writing And Rhetoric

Download : 0 | Pages : 8

Answer: Introduction Euthanasia is the practice of providing east death to patients with chronic diseases with no hopes of recovery. It is done only with the consent of the patient or the close family members however, is a largely illegal medical practice in most parts of the world. The topic of the report is the legalization of euthanasia in the United States, where like many other countries euthanasia is illegal in most states. In some of t...

Read More arrow

N110 International Business

Download : 0 | Pages : 14

Answer Introduction World Trade Organization is a body of organization which is intergovernmental and it regulates international trade all over the world (Hamilton and Webster, 2018). World Trade Organization (WTO) is the only organization globally deals with business policies between nations. All these policies were created, agreed and signed by many countries in the world and the same those rules were accepted and supported from their parli...

Read More arrow
Next

Save Time & improve Grade

Just share requirement and get customized Solution.

watch
question
We will use e-mail only for:

arrow Communication regarding your orders

arrow To send you invoices, and other billing info

arrow To provide you with information of offers and other benefits

Add File

Error goes here

1,657,348

Orders

4.9/5

Overall Rating

5,122

Experts

Our Amazing Features

delivery

On Time Delivery

Our writers make sure that all orders are submitted, prior to the deadline.

work

Plagiarism Free Work

Using reliable plagiarism detection software, Turnitin.com.We only provide customized 100 percent original papers.

time

24 X 7 Live Help

Feel free to contact our assignment writing services any time via phone, email or live chat. If you are unable to calculate word count online, ask our customer executives.

subject

Services For All Subjects

Our writers can provide you professional writing assistance on any subject at any level.

price

Best Price Guarantee

Our best price guarantee ensures that the features we offer cannot be matched by any of the competitors.

Our Experts

Assignment writing guide
student rating student rating student rating student rating student rating 5/5

230 Order Completed

97% Response Time

Liya Han

Master Of Science in Geotechnical Engineering (MSc Geotec)

Singapore, Singapore

Hire Me
Assignment writing guide
student rating student rating student rating student rating student rating 4/5

2594 Order Completed

95% Response Time

Michael Johnson

Masters of MSc in Economics

Washington, United States

Hire Me
Assignment writing guide
student rating student rating student rating student rating student rating 5/5

440 Order Completed

99% Response Time

Jack Arens

MBA in HRM

London, United Kingdom

Hire Me
Assignment writing guide
student rating student rating student rating student rating student rating 5/5

2109 Order Completed

99% Response Time

Emma Zhong

Ph.D in Project Management with Specialization in Project Communications Management

Singapore, Singapore

Hire Me

FREE Tools

plagiarism

Plagiarism Checker

Get all your documents checked for plagiarism or duplicacy with us.

essay

Essay Typer

Get different kinds of essays typed in minutes with clicks.

edit

GPA Calculator

Calculate your semester grades and cumulative GPa with our GPA Calculator.

referencing

Chemical Equation Balancer

Balance any chemical equation in minutes just by entering the formula.

calculator

Word Counter & Page Calculator

Calculate the number of words and number of pages of all your academic documents.

Refer Just 5 Friends to Earn More than $2000

Check your estimated earning as per your ability

1

1

1

Your Approx Earning

Live Review

Our Mission Client Satisfaction

im really happy with the quality of work and got me good mark. work was provided way before deadline.

flag

User Id: 409062 - 20 Apr 2021

Australia

student rating student rating student rating student rating student rating

the solution was provided before the deadline so I was happy. the work was excellent. it was exactly what I needed and met all my requirements

flag

User Id: 409062 - 20 Apr 2021

Australia

student rating student rating student rating student rating student rating

I am awaiting the grade. Professor loved the content and received a B but he instructed me to make the suggestions that I would be able to get the A.

flag

User Id: 646258 - 20 Apr 2021

Australia

student rating student rating student rating student rating student rating

Great service and delivery! The expert helpt me with tests and gave detailed workings on the solutions for each question. I had also the option to ask further questions if I did not understand everything perfectly!

flag

User Id: 673240 - 20 Apr 2021

Australia

student rating student rating student rating student rating student rating

Order on the go!

Say hello to our new app

callback request mobile
Have any Query?