His Honor Justice Gzell Case Study

In relation to James Hardie case, directors breached their statutory obligations, referred in the Corporations Act 2001 (Cth) s180, in terms of acting with care and diligence, good faith and the proper use of information and position.

(Public Accouniting Oversighe Board, 1972) Fiedelman violated the due professional care standard when he allowed the misstatement and margin recognition to be posted. The misstatement was already noted but he himself should have been aware that the margin was not permitted and that the misstatement should have been corrected. It is also concerning that the increased sales from $90,000 to $3.9 million was not investigated more thoroughly, again indicating Fiedelmans lack of due professional care. Fiedelman also violated AU 326 Evidential Matter. With the violations of so many auditing standards the SEC had no other choice but to sanction Fiedelman. (Knapp, Rittenberg, Johnstone, & Gramling, 2012)

If they do not inhibit this, the company might shut down. In this case many people may lose their job in an arbitrary reason because of the unfair deeds of the COO and CFO Officers. Stealing some money from the company might affect other employees and this could result in an arbitrary way. Therefore, Jacky talked to the CEO (Chief Executive Officer, the most senior officer) of the company and presented the financial problems that they have been having for many long years. To regulate this problem, the CEO sued and terminated two of the officers in the company thus they would not have any control of the financial department anymore.

Directors’ duties power for engaging phoenix activities are regulated by ASIC and companies’ liquidators under s 180-184 of Corporation Act. For example, Somerville’s case illustrates the eight directors have acted in breach of ss181 (1), 182(1) and 183(1) of the Corporations Act caused by the fraudulent phoenix activities. When directors breach their duties recklessly or intentional dishonesty, heavy consequences will occur which involve up to AU$220 000 penalties, five years imprisonment or

This newspaper article brings out a good practical example of the law of disqualification of directors in the United Kingdom. Craig Whyte has been disqualified from being a director for 15 years; the maximum number of years a director can be disqualified, because he failed to avoid conflict of interest. The article sets out details of his offenses which include failure to consult other directors on business decisions, making the club enter into a deal which made it fund its own shares, avoid tax obligations and lastly failed to disclose that he was already banned from being a director for 7 years in the year 2000. However, the exact sections of the law under which he is convicted are not mentioned.

The two provisions of the Companies Act 1993 that the directors of Native Timber Furniture Ltd, James Jenny David and the de facto director, Sam have contravened are as follows:

David W.Glenn( president, Chief operating officer and vice chairman of the board)- agreed to pay $250,000 civil penalty and $150,000 in disgorgement

The current case demonstrates two profound problems closely related to the directors’ duties, which Dynamic Development plc has to deal with, i.e. (i) directors (Charles and Beatrice) entering into competing business and (ii) failure to supervise and produce an inaccurate financial account and statement (Charles).

Because a board of directors has the right to terminate an irresponsible CEO, only when all board members agree with one another can they stop a corrupt CEO from committing criminal behavior.

A company in itself is an entity. It can operate independently but only through individuals who serve as agents of the company. This individual, the director, has been described by legal scholars as one of the most visible and important persons within the company because he/she serves as the face of the company. With this much responsibility to the company in one person’s hands, the legal powers available to directors have come to question. In the first reported case of its kind, Lord Hardwicke held the directors in question guilty of “breach of trust”, tagging them as trustees to the company. Since then directors powers have been likened to that of a trustee. In Re City Equitable Fire Insurance Co. (1925), Romer J opined that addressing directors as trustees is strictly incorrect, but rather they are agents of companies . Sealy (1967) agrees to this. He notes that the origin of this concept of trust principles possesses no concrete evidence and is therefore irrelevant in modern law. As agents of the company, directors carry are subject to fiduciary duties to the company, also the principal. Fiduciary duties are the highest standard of care. The director is therefore expected to carry out his/her activities in the best interest of the company. Further, the companies Act 2006, an intricate combination of rule derived from judicial precedence and statute developed over time has vested reformed duties, roles and powers in directors to meet the demands of the

The given case deals with the directors’ actions in relation to issuing shares for raising further capital and defeating a potential takeover bid by breaching both common and statutory laws. This given case also indicates the clear breach of the directors’ obligations by misusing their powers and positions.

The entire board of directors and CEO Anjum Saleem of Crescent Standard investment bank were legally stopped from running their offices on evidences of suspected fraud and irregular accounting. External Auditors had predicted a missing amount of over Rs.6 Billion, apart fromillegal maintenance of parallel accounts, concealment of bank assets, un-authorized massivefunding of group companies, unlawful investments in real estate and stock market, etc. the SECPtook legal action against the companies officers, although much of the actions taken werecriticized as insufficient.

This case basically explains about the dilemma that faced by Hafiz Hashim who is the CFO of MarineCorp Sdn Bhd (MarineCorp). This company was incorporated in 1992 and was a subsidiary of SURIA. MarineCorp has two wholly subsidiaries which are Green Port Sdn Bhd (GreenPort) and Sungai Emas Port Sdn Bhd. Its main operation was the maritime solutions providers for the SURIA group of companies like provide marine consulting services to SURIA and its related contractors that included those for newly vessels for upstream and downstream oil and gas operations. There are some problems occurred which are the chairman who is

2. Improper use of name (Section 147): Under sub-section (4) of this section, an officer of a company who signs any bill of exchange, hundi, promissory note, cheque wherein the name of the company is not mentioned in the prescribed manner, such officer can be held personally liable to the holder of the bill of exchange, hundi

1. These appeals arise out of an order passed in Company Petition No. 202 of 2002 sanctioning a scheme of arrangement between the Respondent Sterlite Industries (India) Ltd( for short "company") and its