Chapter 9 Flashcards

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1
Q

What is the major company law statute ?

A

Companies Act 2006

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2
Q

Two principal forms of business organizations

A

Unincorporated businesses
Corporate bodies

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3
Q

A corporation is the legal personification in its own right of

A

A public position such as the Crown
A registered company or LLP
An association of individuals

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4
Q

How are corporations created ?

A

By royal charter
Private act of parliament
Registration under statutory authority

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5
Q

A registered company is a form of

A

Corporation aggregate and is created by registration under CA06

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6
Q

Resolutions

A

Formal decisions if members who collectively govern the company

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7
Q

Main types of resolutions

A

Ordinary resolutions - passed by a simple majority over 50% in favor

Special resolutions - requires a 75% majority in favor

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8
Q

Public limited companies

A

Are allowed to make shares available to the public at large by advertising new issues and having their shares dealt on the public market

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9
Q

Private company

A

Not permitted to make shares available publicly but enjoy relaxed legal regulations

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10
Q

Limited by guarantee

A

Members undertake to pay a fixed amount in the event of a winding up to help meet debts. Liability may be unlimited

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11
Q

Does a company limited by guarantee have share capital ?

A

No

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12
Q

Why would a company by guarantee be formed ?

A

Most likely for pursuing non profit making activities

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13
Q

What document outlines the rights or not for the distribution of dividends ?

A

Articles of association

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14
Q

Company interest company

A

Established to commit profits or apply assets for social objectives. It cannot be a charity but may be an operating company of a charity

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15
Q

Micro company

A

Has a staff headcount of less than 1
A turnover or balance sheet not exceeding the micro business threshold

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16
Q

Small company

A

Company other than a micro company that has a staff headcount of less than 50
A turnover or balance sheet not exceeding the small business threshold

17
Q

A group of companies consists of

A

Parent company
One or more subsidiary companies

18
Q

How is control exercises ?

A

A majority holding of voting rights (more than 50%)

19
Q

Veil of incorporation

A

The separation of identity of the company from its members

20
Q

Advantages of incorporation as a company

A

Perpetual succession
Security for loans
Suing and being sued

21
Q

Disadvantages of corporations

A

Accounts and documents are open to public inspection
A registered company has regular, compulsory expenses
Must comply with CA06 and related legislation
Companies pay corporation tax; this may operate as an advantage or disadvantage
Members lose their personal interest in the companies affairs and assets