Globalization has made the whole world a globalized village. The markets are crossing frontiers. In such scenario, corporate law becomes very important to avoid any problems. We at Oz Assignment Help prepare top notch quality online assignment help for the students studying in all Australian Universities such as University of Melbourne, University of Sydney, Monash University University of Queensland, University of New South Wales, Australian Open University, University of Adelaide, University of New Castle, etc. and the list continues. We receive bulk of requests for assignment help everyday and for this we have highly dedicated teams of assignment writers and academic professionals who work hard to provide the best quality assignment help service. Following is an excerpt from Corporate Law assignment help written by our top law assignment writers and experts.
Corporate law is also known as the company law or corporation law. It helps in forming the company and helps in understanding how the stakeholders, directors, creditors, employees are the consumers, Society and environment are interacting with each other. Corporate law is the part of a large organisation. The other kinds of business include the partnership act 1890 or trust or any company which is limited by guarantee like charity, pension etc. Under the corporate law, there is legal personality, and they are limited and unlimited liability by the shareholders. The company is controlled by the shareholders and the board of director. Board of director is under the responsibility to control over the work which is held in the company.
There are four characteristics which are incorporated in the modern corporation are:
- Separate legal personality: Corporation has its own separate legal personality.
- Limited liability: The liability of the shareholders is the limited and the personal liability of the share is limited with the number and amount of share which is held by the shareholder in a company.
- Share: if any company is public company then their shares are traded on the stock exchange.
- Delegated management: There are a number of executives in a company which have to do the day to day operations, which are delegated by the board of directors of the company.
In the world there are various developed countries in which company board appoints shareholders and employees as representatives. Corporate law is further divided into two parts.
- Corporate governance is concerned with the powers in relation to the corporations.
- Corporate finance deals with the use .
The corporation is synonymous word in the UK which is owned by large public companies. There are some companies which existed during the period of Ancient Rome and Ancient Greece. The ancestors of the modern companies are not recognized and appeared until the 16th century. The international trade has been increased then Europe, merchants were granted by the Royal Charter. This charter gives the special privileges like a monopoly in the market to the trading companies. At this time trader trading their goods and services with their own account, but after a few years, some members have come and opened the joint account with the joint stock and from this joint stock company was formed.
But almost all companies are prevented and they have returned to the forefront of the cameras. In England many investors are reverting back their trading of the stock due to the Bubble Act 1720. The limited liability act 1855 was established which is formed for limiting the liability of the shareholders at the bankruptcy of the companies. There liability has been limited by the amount of capital which is invested by him.
Goals of the corporate law
- It is presumed and the overall aim is to serve in the interest of the society and welfare of the public.
- It provides the welfare of all the society which is affected by the firm activities and it also include the employees, shareholders, customers, supplier etc. it also provides welfare to the third party like beneficiary, community etc.
- It serves in the best interest of the shareholders.
- It helps in serving the maximized return to the shareholder on their investment and also maximized the current market price of the corporate share.
A modern company law was established when the two piece of legislation was established under the Joint Stock Companies Act 1856. In the 19th century there were various other companies which is booming and insolvent.
The main legal feature of the corporation is that each company has their own legal personality which is also known as the “personhood” or “artificial person”. But it is not confirmed under English law until 1895. Corporate legal personality provides the flexibility to the corporate group through which they can deal with the tax planning. It also helps in limiting the liability of the multinational corporations in the overseas operations.
In Adams V. Cape Industries Plc.
The court held that victims of asbestos poisoning will not sue the English parent in tort because there are specific situations in which court are prepared to” pierce the corporate veil”. In this liability has been imposed upon on the individual directly behind the company.
The various examples are:
- Any company which is engaged in fraud or committed any act or omission which is wrong under the law.
- The statute gives the permit.
- If any company is bankrupt, the directors of the company have to suffer loss personally.
- Where the company is just the agent of its member or controller of the company.
Companies are the artificial poison which is created by the operation of law. The legislation stated the company what they have to do or not in the company. The company has the various powers. It helps in raising the capital of the company. The various jurisdictions change their law and added that the company can also act as the natural person. They have the capacity to act in accordance with the natural person and also have the same power of the natural person. A company can act only through the human agent. The main agents of the company are the board of directors. But in various jurisdictions there are a number of officers who are appointed to acting as an agent. The boards of directors are appointed by the members, but officers are appointed by the board of directors of the company. These agents act on the behalf of the company and they can also enter into the contract on the behalf of the company. Company’s agents are also having the duties towards the company.
Corporate governance is help in studying the relation between the corporation senior executives, board of directors and shareholders which are elected by the company board of directors. It also helps in studying the stakeholders like consumers, employees and creditors etc. There is a difference between the different countries in the two- tier and one tier board. The countries like United Kingdom, United States and other Commonwealth companies which have the unified boards of directors. Germany has the two-tier in which shareholders elected the “supervisory Board” and this board chooses the “management board”
The laws and regulations which are set in the legislation are mandatory which has to be followed by the company and rules can be derogated from. Example is that there are various rules which cannot derogate, it usually includes that how the board of director is fired, what are the duties of the director is owed to the company or when company is dissolved when the company is dissolved.
There are two documents in the company.
- Memorandum of association
- Article of association
Memorandum of association is the primary document which covers the object of the company which has to be fulfilled by the company and also specified the authorized share capital. It helps in regulating the activities of the company which is indulged in the time of achieving the goal of the company.
Article of association is the secondary document which regulated the company affairs, managements of the company also the general meeting, which is held between the boards of the directors.
There are various duties which are imposed upon the director under the corporation.
- He has to act in good faith.
- He has to use his power for the proper purpose.
- He can issue a large number of shares which helps in raising the capital of the company.
- He has to act with the skill and diligence.
- He has strict duties that don’t give the permission which conflict the interest.
Under the company, there are various rights upheld by the company member whom they can use against each other and also against the company. The right has been granted by the constitution of the company. The member of the company cannot use their right against the third party which causes damages to the company. The company can raise their capital from the debt or equity for increasing their business ventures. The company capital has been raised by issuing the number of shares to the shareholders and other public. Shareholders of the company have the rights when they purchase the shares of the company.
- They have the voting right.
- They have right of dividends.
- They have right to take the return of capital from their investments.
- In some countries, they also have the preferential rights.
Insider trading in the corporation has been prohibited under the company law. But in some corporation insider trading is not illegal, if trading has been done in this way which not giving the advantage to the non- public information.