CL-lastsem 77.docx - Q1 When is the use of replaceable...

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Q1. When is the use of replaceable rules appropriate? Lec 2, p105 Where a company does not propose to issue classes of shares with particular rights attaching Where a company is not listed Where a company has more than 2 members in which it is proposed that the members be bound by a principle of majority rule All of above None of above Q2. What is a right issue? P419 A share issue that is made to those shareholders with most voting rights A share issue that is made to those shareholders that purchased a right of first refusal A share issue that is made to those shareholders that are first to exercise their rights and take up the shares A share issue that is made to the company’s existing members pro rata to their shareholding at the time of the offer None of above Q3. No liability companies: s112(2) Can only be a public company Can only be engaged in mining Must have constitution Cannot force members to pay any unpaid calls on their shares All of above Q4. Maverick is a director of Goose Ltd. He has an 11% holding in Top Gun pty ltd wants to engage in a joint venture with Goose Ltd and will give Maverick a bonus…deal successfully. How does Maverick have to disclose his interest? A. he must inform the directors of Goose Ltd of the full extent and nature of his interests at a board meeting and this must be documented in the minutes B. he must fully disclose his interests to the membership general meeting C. he must not be present during discussion and voting D. He must deliver a notice to ASIC of his material personal interest in Top Gun Pty Ltd All A,B,C,D A only B only A and B A,B and C Q5. who is an executive director? The finance director A person who is a director but not a full time employee of the company A person who is not a director but is fulltime employee of the company A person who is either a director or a fulltime employee of the company or both None of above
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Q6. Secured creditors of a company : Maybe considered as shadow directors under s9 if they exercise their power to influence the decision of the board of directors of the debtor company Will never be considered as shadow directors because when they are exercising their power, the secured creditors are protecting their own private interests. Have been classified as shadow directors in a number of cases including Buzzie Operation pty Ltd v Apple computer Australia pty ltd (2011) because they exercise their influence on the board of directors of the debtor companies Are unlikely to be shadow directors because they will usually fall under the definition of de facto directors. Q7. which of the following statements is the best definition of a public company A type of company that is not permitted to have more than 50 members or to raise money by conducting a public offer of shares A type of company that has wider powers to raise capital from members of the public
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