Legal Assignment

Corporate group is one of the most popular business structures in Australia. To be popular is because forming subsidiary companies will bring a lot benefit for parent company, such as reducing business risk, separates working duties. The famous Salmon’s case identify that each subsidiary company should stay as separate entity, after the court determine agency relationship is not exist between corporate groups. Thus corporation veil should apply on the subsidiaries in order to stop third party to review company’s detail information. Unfortunately, until now there is no official procedure provided to regulate the agency relationship. Therefore, how to testify cooperate veil in agency grounds becomes an arguable concept. Indeed it is unsurprisingly to find out piercing corporate veil is also a vexed issue to decide. In this report, there are two major parts. The determination for agency relationship including overwhelming control from parent company and poolling provision provided will be presented in the first part. Then in the second part we will list in certain condition such as using subsidiary company to make fraud or breach the duties and more importantly when there exists agency relationship between parent and subsidiary company will causes the result as lifting corporate veil.

The other main event in which the court gives place to lift the corporate veil is in the case of the existence of a single economic unit. This means that a group of two or more corporations (being one the parent one) work as a single one, even though they are different companies a separate business operation does not exist. The most important cases that are taken into account when referring to this circumstance are DHN Food Distributors v Tower Hamlets LBC (1976) (case 1), Woolfson v Strathclyde Regional Council (1978) (case 2) and Adams v Cape Industries Plc (1990) (case 3). In both, case 1 and 2 the court in accordance to the facts decides that the veil should be lifted, but it does it for different reasons. In case 1 the judges decide to lift the veil because of the

--Company performs its own employment screenings, independent of the registration process. The intent is to check background and to avoid hiring people involved in crime, violations. --Licensing of casino personnel so this will ensure that the right person is employed and those who fails the registration process is not employed by casino company. --Training and retaining well qualified employees to ensure that the right type of people is employed: Company provides extensive further training to employees to standardize its activities. Cultural controls (exist to shape organizational behavioral norms and to encourage employees to monitor and influence each other's behaviors): --Controls were legally mandated because the gaming industry is highly regulated. Companies have to maintaining its licenses and paying gaming taxes to be allowed to continue operations. --Company is operating in highly competitive environments and competing against other companies. They were required by regulations to report suspicious activities related to money laundering and report any cash transaction in excess of $10,000. Results controls (Policies and procedures that help ensure management directives are carried out to achieve the desired result. It involves rewarding individuals for generating good

The purpose of this report was to gain a better understanding of the Casino Industry. It identifies the many contextual and diverse factors that influence this particular part of the gambling industry in terms of the type of customers they attract, how it is shaped by government policies, the impact of suppliers and buyers of the market, competitive rivalry, and organisational generic strategies.

The term enforceable by a court is critical on the grounds that it implies that a tally can survey money related harms against a gathering who does not follow the terms of assention. In this manner, when investigating an agreement, it is vital that one sees precisely what terms mean, so that when they are utilized as a part of an announcement, the announcement is clear. Misconception what an announcement means can make one progress toward becoming bolted into a coupling contract, without their insight.

Agreement may be used as evidence in a subsequent proceeding in which any of the Parties allege a breach of this Agreement.

The co-opetition model if applied to the Australian casino can tell us many things. We need to first create a value net. This will allow us to analyze the game of coopetition within the casino industry in Australia. We can use the PARTs acronym to understand the game better.

The veil of incorporation state the company is a separate legal entity from its members such as shareholders, directors and employees. (Lawyr.it, 2014) Separate legal entity defines a company can employ its own members, limited liability and ability to hold property in its name. Normally, the courts would not look behind the veil of incorporation because it is separate legal entity.

It was Lord Sumption in Prest v Petrodel Resources who recognised that there is a limited power to pierce the corporate veil exceptional cases when it is deemed necessary to do so. This serves as acknowledgement it is still possible to pierce the corporate veil but only as an absolute last resort. The aim of this essay is to argue that the above statement is true to a certain extent regarding the necessity of piercing the corporate veil and that perhaps, the way to achieve a more practical and fairer outcome would be introduce greater flexibility to the use of this measure.

As a result of this ruling, it is lucid that the primacy of Salomon v Salomon has been affirmed. Nonetheless, the case itself is significant as it also recognized for the first time that piercing the corporate veil is possible; albeit in limited circumstances. As such, rather then being referred to as an archetype of the courts reluctance towards corporate disregard, the case suggests the antitheses. Evidence of this can be found in Lord Sumption’s declaration that “ a recognition of a limited power to pierce the corporate veil, in carefully defined circumstances, is necessary if the law is not to be disarmed in the face of abuse”. In addition, Lord Sumption’s attempt in Prest to formulate a principled method to veil piercing, which in itself will be discussed in greater detail later in this essay, has provided a renewed beginning to an already complex area of company law (tan chang article). In essence, while it is true that the threshold in which the corporate veil may be pierced has been raised, a detailed analysis of the case illustrates that the abuse of corporate personality will not go unpunished (tera firm/mcardle).

The question requires an analysis of whether the parent company (A); will be liable for the claims against its subsidiary, (b): in other words, whether the corporate veil can be lifted in this group structure.

Provisions such as limited liability on the part of the auditors, increased interest for shareholders, etc. are part of the Companies Act of 2006 in the UK. This Act includes limited liability by contract with regard to such an amount which is deemed reasonable and fair in all circumstances (Coffee, 2007). In the last few years, changes have been brought in terms of the legal regime in the UK’s governance system. For instance, since 1989, firms in the UK have been able to incorporate, in that the firms can form limited liability partnerships, wherein they can protect all the partners from any kind of personal bankruptcy unless the partners were responsible personally in any kind of faulty opinion in terms of audit. Nonetheless, firms in the UK have continued to choose abandoning the joint responsibility option for lucrative limited liability regime (Hicks, 2008).

The Salomon principle dictates that if the company is established in accordance with the requirements of the Companies Act 2006, it starts to operate as a separate legal entity. The corporate veil becomes the dividing line between this entity and its shareholders. However, it soon became obvious that this concept can be easily abused, therefore Courts fought hard in order to establish exceptions to the Salomon principle in the form of lifting or piercing the veil, allowing them to look behind the ‘curtain’ if they spot some irregularity. In order to justify these drastic measures, Courts would look for something substantive, such as an agency relationship, fraud, avoidance of obligations, or group piercing grounds. In order to determine

When we start to define a company it can be defined as generally a form of business organisation. In the legal field, a company is specifically ‘a corporation, or less commonly, an association, partnership or union that carries on a commercial or industrial enterprise. Generally a company may be a corporation, partnership, association, joint – stock company, trust, fund or organised group of persons, whether incorporated or not and (in an official capacity) any receiver, trustee in bankruptcy or similar official or liquidating agent for any of the foregoing. More specifically we can state a company as either one of four distinct business organisations, Sole Trader, Partnership, Private company and Public

Malta is a known haven for offshore online casino companies, but the Maltese government is clearly looking to bring an end to the Wild West nature of industry. Six companies have now had their assets claimed through the government operation, as the Malta Gaming Authority continues to suspend operators who have links to the ongoing corruption. The latest crackdown has come from Italian shores, as concerns were raised over how several online casino gaming companies were being not only operated, but how they were being financially supported. Money laundering accusations were made, which has led to the enforced closure of Fast Run Ltd, Betsolution4U Limited, Uniq Group Limited (also known as Betuniq), Tebaral Trading Ltd, and Tebaral Holding Ltd. All assets of such companies have been seized as the European issued warrant has allowed the Malta Police Force to investigate connections between Malta’s online casino landscape and the Calabria mafia.