Business Law Essay

1. Give an example of a case that would fall under diversity jurisdiction. Explain all of the key elements of such a case.

Tomasic, R. Jackson, J. & Woellner, R. (2002). Corporations Law: Principles, Policy and Process. 4th ed. Sydney: Butterworths

Corporations Legislation 2008, Thomson Lawbook Co., 2008. Annotations by Harris, J. and Annual Review by Baxt, R.

1. What impact does the Canadian Charter of Rights and Freedoms have on rights and freedoms not mentioned specifically in the Charter? Could these "other rights and freedoms" be curtailed or extinguished by governments? Answer: The Charter recognizes the existence of other rights and permits them to continue except where they conflict with Charter rights and freedoms. Rights outside the Charter do not have Charter protection, and may be abolished or encroached upon by governments. 2. What is the difference between a "right" and a "privilege"? Answer: A right is an act that may be done with impunity and with the support and recognition of the state. The state recognizes a right as something which neither it nor others may

Since Freeport started their journey of the mining operations, social and environmental issues raised. Environmental issues included the effects on glaciers, overburden storage and the tailing issue with water quality and deposition. Freeport reactively responded to each of those issues. Although there is a huge gap between when Freeport first signed the contract in 1966 until they developed the environmental management in 1991, Freeport allocated huge budget, time and effort to treat and mitigate these issues. However, such an expert company in mining it negatively viewed that their response was reactive, instead they are acquired to predict the consequential results on the environment from mining by proactively dealing with such issues.

This paper describes the impact of the decision made in the case of Tesco Stores Ltd v Brent LBC on the law and its effects on the corporate world, and the comparison between the doctrine of vicarious liability that it outlines and the doctrine of identification that was used earlier to determine the liability of corporations in cooperate crime.

Piercing the corporate veil is a term that is commonly used in corporate law to refer to cases in which the limited liability of the Corporation becomes unlimited to be able to impose certain responsibilities either to the particular Corporation or to the shareholders of a corporation. The idea of piercing the corporate veil has been the answer to social problems that come form the principle that corporations have limited liability. When studying limited liability in the United Kingdom it can be found that the topic is regulated by case law. According to what the court has said there are two main events in which the veil can be pierced. This is either when the corporation is created to evade existing obligations, or when a single economic

Salomon v Salomon and Co. Ltd (1897) AC 22 - when Aron Salomon sold his business to Salomon and Co. Ltd. Company, where he was still the major shareholder and some of his family was also a member. He also received a debenture as part of the payment for a secured term. But when the company has gone into liquidation during the 1890’s some argued that his

There is no clear framework of the rules that would cover the contingencies of a ruling to pierce the corporate veil Idoport Pty Ltd v National Australia Bank Ltd. The corporate Veil usually protects owners and shareholders from being held liable for corporate duties. Yet again a decision made by the court to lift that veil and would place the liability on shareholders, owners, administrators, executives and officers of the company without ownership interest. The purpose of this essay is to conduct an analysis on the concept of lifting the corporate veil and to review the different views on its fairness and equitability to present a better understanding of the notion, the methods used was throughout researching the numerous scholars views on the subject, case law and statutes examples, and the evidence provided by the empirical study of Ramsay & Noakes. When we discuss the lifting the corporate veil the first case that pops out is the case of Salomon V A. Salomon & Co Ltd, since the decisions of applying the corporate veil were first formed as a consequence of this case. The idea covers all of company law and distinguishes that a company is a separate legal entity from its members and directors. Furthermore, spencer (2012); have indicated that one of the core principles that followed the decision in Salomon v Salomon was the wide acceptance one man company’s. However In order to form a

The 'veil of incorporation' can be described as being the separation between a company and its members. Due to the separate legal status of a company from its members this is usually very strictly maintained. However, there are certain circumstances when the courts will deny the people who run the company the advantage of hiding behind the corporate veil. In these instances the veil of incorporation is said to be 'pierced' or 'lifted', i.e. the barrier between a company and its members is removed so there is no legal separation between them.

This doctrine has been seen as a “two- edged sword,” reason being that at a general level while it was seen as a good decision in that by establishing that corporations are separate legal entities, Salomon 's case endowed the company with the entire requisite attributes with which to become the powerhouse of capitalism. At a particular level, however, it was a bad decision. By extending the benefits of incorporation to small private enterprises, Salomon 's case has promoted fraud and the evasion of legal obligations.

“A corporation will be looked upon as a legal entity as a general rule but when the motion of legal entity is used to detect the public convenience, justify wrong, protect fraud or defend crime, the law will regard the corporation as an association of persons.”

This essay will explain the concepts of separate personality and limited liability and their significance in company law. The principle of separate personality is defined in the Companies Act 2006(CA) ; “subscribers to the memorandum, together with such other persons as may from time to time become members of the company are a body corporate by the name contained in memorandum.” This essentially means that a company is a separate legal personality to its members and therefore can itself be sued and enter into contracts. This theory was birthed into company law through the case of Salomon v Salomon and Co LTD 1872. This case involved a company entering liquidation and the unsecured creditors not being able to claim assets to compensate them. The issue in this case was whether Mr Salomon owed the money or the company did. In the end, the House of Lords held that the company was not an agent of Mr Salomon and so the debts were that of the company thus creating the “corporate Veil” .

The courts agree to lift the veil of incorporation where ‘justice of the case demands’ or if the veil has been misused. (Legalserviceindia, 2014) Once the courts lift the veil of incorporation, there are no more separate legal entity, so who are using the veil of incorporation as a protection to escape from legal responsibility after they go against the law and now they can be sued by innocent party.

The concept of a company being a separate legal entity is the most striking illustration in separating the company from its owners. A paramount principle of corporate law is that no shareholder or member of a company is made liable for the obligations incurred by such incorporations A company is different from its members in the eyes of law. In continuations to this the opposite also holds true in the sense that neither can the company be held liable for the acts of its members. It is a fundamental distinction that a company is distinct from its members.