BUS 200 A T Still University Law of Business Organizations Questions

1APPALLING ORDEAL
APPALLING ORDEAL
“This case has been adjourned to a date, to be communicated to the various counsels pronto. The accused
shall be held in the San Quentin penitentiary prison as investigations continue.” Justice Lydia Mount
concluded her verdict, striking the gavel gently onto her desk. I was led to the awaiting prison transport
vehicle, and later ending up in the historical San Quentin prison.
On the night of 24th February 2015, while heading back home, I passed through a poorly lit alley leading
to the slums of Los Angeles where my humble aboard is. Walking through this path, I was full of spirits,
for, after such long hours at work, I headed back home to a loving wife and two-month-old daughter,
Nerissa. Some five strides before me lay a man in a pool of blood. The body seemed lifeless. Concerned, I
hurried towards him only to confirm my worst of fears. The man was dead, two bullet holes through his
chest. I was astonished that I had not even the tiniest of ideas on what to do. Some few moments later, I
was in a police vehicle, handcuffed—the car headed to my home, accused of first-degree murder. My
little cottage was ransacked by these two police officers who were so rogue in their handling the so-called
search for evidence linking me to the killing. The mattress where innocent Nerissa laid was turned in an
incautious manner leaving the little being at the mercy of the hard floor. My wife Suzy protested at this
only to receive a slap loud as a clap which stung her face. And it had left a red welt behind. Just
below her eye was a small cut where the ring had caught her. She staggered backward, clutching
her face, eyes watering.
Five years in prison, awaiting the so long investigations to be completed, today I stood at the
dock once again, a death sentence lingering in my brains. Nothing seems to be making sense to
me, the courtroom is so full, and all I can see are unclear figures of people in the courtroom. “All
of the evidence leads to the accused being guilty of first-degree murder.” My heart sank. I was
headed for the gallows. “But,” continued the judge. “The witnesses accounts don’t add up, and
therefore I find the accused innocent of the charges leveled against him.” I felt a spasm of joy in
2
APPALLING ORDEAL
my heart; all this was unbelievable; my eyes teared dry. The frame-up had failed. I walked back
home to an empty house; my wife couldn’t take the loneliness she had gone through the five
years, and she had decided to leave, thanks to the perpetrators of the frame-up.
Seat Number:
Student Number:
Surname:
Given Name:
Lecturer/Tutor:
Room:
TAKE-HOME EXAM – RELEASED ON MOODLE FRIDAY 12 JUNE 5PM.
EXAM ANSWERS ARE DUE BACK BY SUNDAY 14 JUNE 5PM.
No extensions of due date or time will be permitted for this assessment.
BUS200 Law of Business Organisations
T120 Final Examination
Time Allowed: Take-home exam. Please read all instructions
on this page carefully.
This is an OPEN BOOK exam
Permitted items for this exam:
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Non-programmable calculators
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English dictionaries
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Any paper-based materials including the set text
Materials provided for the examination:
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Take-home exam paper
Instructions for Students:
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This exam consists of two (2) questions worth 25 marks each (50
marks total)
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Question 1 – complete both A, B, C and D
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Question 2 – complete A and B
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Bibliography and Referencing are NOT required. However academic
penalties will apply where exam answers show evidence of
plagiarism or collusion.
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Students are to type their answers to both questions as a Word
document and submit this file to Turnitin via the link on the Moodle
page. Students must clearly indicate the question number (and parts
A,B,C, or D) at the top of their answers. Students must type their
Student ID and Full Name into the header or footer of their exam
answer. Students must save their exam answer with a file name that
indicates their student ID and name (e.g. 12345678_JohnSmith.docx)
before submission to Turnitin.
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The Turnitin submission link for the take-home exam will appear at
the top of the Moodle page for BUS200.
–
ALL STUDENT EXAM ANSWERS MUST BE SUBMITTED VIA THE
TURNITIN LINK ON MOODLE BY SUNDAY 14 JUNE 5PM. No
extensions of time will be permitted.
T120 BUS200 Law of Business Organisations Final Examination
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Question 1. (25 marks)
Truth Enterprises Ltd (Truth) is a company that was incorporated in 2008. The constitution
of Truth has the following stated object:
“the business of the company is to invest in online retail fashion stores”.
Truth has three directors, Rhonda, Maria and Miranda, who together own 20% of the
company’s shares. The remaining shares are split equally between four investors: Mr JJ,
Mrs Cale, Mr Giuseppe and Dr Rice.
Since incorporation, Truth has not returned a great deal of profits to members. Mrs Cale,
Mr Giuseppe and Dr Rice think they have an idea to greatly enhance the profitability of
Truth. They put forth a proposal at a members’ meeting that Truth should purchase a
number of high-end retail fashion stores (i.e. “bricks and mortar” businesses).
Rhonda, Maria and Miranda are not keen on the members’ proposal. However, the three
directors are informed that they will be removed from the Board if they do not comply with
the proposal of Mrs Cale, Mr Giuseppe and Dr Rice. Although Mr JJ does not support
them, Mrs Cale, Mr Giuseppe and Dr Rice have sufficient voting power together to action
the removal of the three directors. Therefore Rhonda, Maria and Miranda feel compelled to
act in accordance with the wishes of the 3 shareholders.
Question 1: Answer all parts A, B, C and D
A). Identify which section of the Corporations Act 2001 (Cth) gives members the
power to remove directors in a company such as Truth Enterprises Ltd (1 mark).
B). Identify which section of the Corporations Act 2001 (Cth) gives members the
power to appoint a new director in a company such as Truth Enterprises Ltd (1
mark).
C). What are the requirements to be appointed as a director? Refer to the relevant
sections of the Corporations Act 2001 (Cth) in your answer (3 marks).
D). Discuss the consequences of a breach of constitutional objects for Truth
Enterprises Ltd and its directors and shareholders, making reference to the relevant
sections of the Corporations Act 2001 (Cth) (20 marks).
T120 BUS200 Law of Business Organisations Final Examination
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Question 2. (25 marks)
Fenner Fashions Ltd designs fashion items, including clothing, accessories and cosmetics.
Fenner Fashions has three directors on its Board, and these directors are also directors of
a subsidiary company of Fenner Fashions called Mean Beanies Pty Ltd (Mean Beanies).
The three directors are majority shareholders in both Fenner Fashions and Mean Beanies.
During August of 2019, Mean Beanies contracts with another company, No Sale Pty Ltd,
for the purchase of goods to the value of $250,000. In due course, No Sale Pty Ltd fails to
deliver the goods to Mean Beanies, and the company does not refund any money to Mean
Beanies.
The three directors of Mean Beanies decide not to commence legal action to recover the
$250,000 from No Sale Pty Ltd. They simply advise: “it would not be an advisable course
of action”. This decision results in a major loss for Mean Beanies that also has a serious
financial effect on Fenner Fashions.
The minority members of both Fenner Fashions and Mean Beanies are concerned with the
way the company is being run by the 3 directors, and so they seek legal advice.
Question 2: Answer both A and B
A). Outline the liability of the directors in terms of their duties under the
Corporations Act 2001 (Cth). Have the directors breached their duties to either
Fenner Fashions or Mean Beanies? (10 marks).
B). Identity the possible remedies that the minority members could seek against
Fenner Fashions and Mean Beanies. Consider whether the minority members are
likely to be successful (15 marks).
END OF EXAM
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T120 BUS200 Law of Business Organisations Final Examination
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