This website uses cookies to ensure you have the best experience. Learn more

Is Freehills Antiques Pty Ltd Bound By The Contract Made With Prudent Bank Ltd?

2236 words - 9 pages

The central legal issue in this question is whether Freehills Antiques Pty Ltd is bound by the contract made with Prudent Bank Ltd, by Freddy and Felicity.Other related legal issues are whether the loan documents were executed by persons authorised by the company and whether the provisions in the constitution were up-held. Also, whether Freddy was able to remove Fiona temporarily from her position, whether Felicity had any authority to lease a new Ferrari, whether Freddy should be disqualified from being a managing director and whether Felicity committed a fraud.The relevant areas of law which can be applied to these legal issues is the law of agency, execution of documents, criminal liability-fraud, appointment of directors/secretaries, disqualification from managing corporations and capacity to make a contract.Firstly the meaning of officers must be examined to determine the authority and roles of both Freddy and Fiona Freehill. Section 9 states that an officer includes any director or secretary of a corporation. As further information in the problem question states, Freddy is the managing director and Fiona is the company secretary, therefore Freddy is seen to have more power and authority when it comes to decision making. From this it could be interpreted to mean that Freddy acts as an agent to the company and makes decisions on behalf of the company. Therefore when making the contract with Prudent Bank Ltd, Freddy was simply acting as an 'organ' on behalf of the company . This notion is backed up by the "organic theory". The "organic theory" means, individuals are treated as being the company itself, when they act within the ambit of powers conferred on them by the company's constitution or replaceable rules . This would mean that the company itself would be liable to Prudent Bank Ltd. However managing directors are rarely the organ of the company, although the internal rules might make them so and in acting as an agent for Freehills Antique Pty Ltd, Freddy must abide by their constitution, as the constitution up-holds any common law. Freehills Antiques Pty Ltd's constitution stated 'any borrowing beyond the credit facility limit of $500,000.00 must be approved by a resolution of the company'. Under Section 9 a special resolution means: (1) of which notice as set out in paragraph 249L(c) has been given; and (2) that has been passed by at least 75% of the votes cast by members entitled to vote on the resolution. As there is no evidence given of a special resolution occurring, it is to be assumed that one did not occur. Nor was Fiona given any notice of one to occur. Therefore Freddy broke the rules of the constitution upon the signing of the contract with Prudent Bank Ltd.Freehills Antiques Pty Ltd's constitution also goes on to state that 'any loan documents must be executed by affixing the common seal, even though the law may state otherwise'. A common seal was affixed; however Section 127(2) says that the affixing of the common seal must...

Find Another Essay On Is Freehills Antiques Pty Ltd bound by the contract made with Prudent Bank Ltd?

Case study on the Loan System of City Bank Ltd

9438 words - 38 pages management doesn?t want to spend additional money.10.0 DOMAINDomain of the problem identified by us is as follows,? Loan Support Department of City Bank.? Loan Verification department of City Bank.10.1 Loan Support Department of City Bank:Loan Support Department interacts with the clients, collects loan applications, process and made loan proposal etc.10.2 Loan Verification Department of City Bank:Loan Verification Department verifies the submitted

Change Management at The Bank of Queensland LTD

1312 words - 5 pages Introduction The purpose of this paper is to review a job advertisement from The Bank of Queensland LTD. (BOQ). The advertisement is for a Change Analyst within the HRD area with responsibilities in delivering change documentation and programs relating to the introduction of new software during the 2014 financial year. BOQ Background BOQ is a franchised operation based in Brisbane, Queensland Australia, operating in over 270 branches

Part 1 Contract Law: Albion Ltd

1195 words - 5 pages responsibility the accepter would be given, would be a rational opportunity to perform the contract- Errington v Errington and Woods. In this case, it is clear to see an attempted revocation made by Albion Ltd, as they telephoned Basil to tell that the post of sole distributor is no longer available. The offer can be revoked at any time but before the acceptance. Albion attempts to revoke the offer after the acceptance existed, as Basil posted

International Marketing Plan: King International Pty Ltd Market Entry into Malaysia

7523 words - 30 pages International Pty Ltd is an Australian Soy Food manufacturer producing the labels Kingland, Pureland, Soystar and 'Zesto' as shown in Image 1. Established in 1987, King International Pty Ltd today employs between 40 and 50 full- and part time staff and is based in Brisbane, Queensland. Most products are certified Halal and Kosher and all of them contain Australian grown organic, non-GM soybeans as the main ingredient. Of King International's vast range of

Commercial Bank of Australia Ltd v Amadio (1983)

1883 words - 8 pages follows: "This section is directed at conduct which, while it may not be misleading or deceptive, is nevertheless clearly unfair or unreasonable. The new provision will supplement existing provisions of Part V and strengthen the protection afforded to consumers against unscrupulous trade practices".At a state level the decision handed down in CIT Credit PTY LTD v Keable is one of many examples that correspond with the speech given by The Honourable

Analyse the application of the multi-factor test as applied in the attached case study (Dominic B Fishing Pty Ltd and Commissioner of Taxation [20

1061 words - 5 pages This-case-study-examines the distinctions between a contract of service and a contract for service in order to determine whether “Mr Hemingway” and crewmembers are employees of the taxpayer (Dominic B Fishing Pty Ltd (“DBF”)). In this report, an analysis based on the multi-factor test from the case of Hollis-v-Vabu - (“HV”), will be applied to determine if Hemingway is an employee, thereby an obligation to make superannuation contributions to

The Oak Tree Ltd. Marketing Mix

611 words - 2 pages atmosphere in the market for those products. The positioning will be with design, quality and service; because the company is known for excellent design and has won many design prizes. Further, it offers a repair service and a ten-year guarantee on all products.In addition to its integrated product concept The Oak Tree Ltd. offers a standardized range with different products of home furnishings with good aesthetics design and functionality at

The XYZ Ltd Booking Information System Website

1547 words - 7 pages complicated formulas and queries to produce the relevant required data. (Data Warehouse, 2009) • Transform: After the data was extracted from the database to excel we transformed it and assigned a specific page for each route. For example the figure below shows the data of Sheffield – Manchester route, When all the data routes are transformed to an excel page, OLAP process is launched to be applied by manipulating the data using complicated

‘In Marina Carr’s Portia Coughlan the past is inextricably bound up with the present.’ Discuss

1160 words - 5 pages Throughout Marina Carr’s Portia Coughlan it is clear that Portia is a woman who is infatuated by the events and misfortunes of her past. When we first meet her in the opening scene it is clear that she is a distressed and deeply haunted woman “whose legacy is rich only in horror” (Dean, 1997). Her past is haunting her marriage, her relationship with her children and her day to day life. The continuing ghostly presence of her long departed

Final Marketing Project on Nestle Kit Kat- Nestle Pakistan Ltd. This is a final marketing project having complete details on the marketing activities of Kit Kat, a famous branded chocolate by...

7884 words - 32 pages would rather bat singles and doubles than aim for the fences and hit a home run." KitKat is a global brand with $1.6 billion in 2004 sales, according to research firm Euro monitor. The classic KitKat was invented in 1935 by a York-based chocolate maker named Rowntree. It soon became a British candy mainstay. Britons typically ate a KitKat along with their mid - afternoon tea. Its ad slogan, "Have a break, have a KitKat," has been

The Moral Issue of the Union vs. Burns Meats Ltd

1168 words - 5 pages . In the case, ‘Labour-Management Negotiation Impasse: Union vs. Burns Meats Ltd.’, it is shown that moral decision between the employer and its employees can go awry in that none of the stakeholders involve benefit. The moral issue of the Union v. Burns Meats Ltd. is the refusal of the Union to cooperate with the company in order for the plant to remain open. If the Union had used the Mary Guy decision-making model in conjunction with the theory

Similar Essays

Binding Of Contract Prudent Bank Ltd V Freehills Antiques Pty Ltd

1915 words - 8 pages In this case, Freddy and Fiona are the officers and shareholders of Freehills Antiques Pty Ltd. Freddy, managing director as well, got into a contract with Prudent Bank Ltd by affixing the company seal and signed the loan documents along with Felicity, representing her as the secretary of the company, although she was never appointed one.The issue that Fiona would like to bring up would be the authority of persons who signed the loan documents

Freehills Antiques Pty Ltd Advise Prudent Bank Ltd And The Ferrari Dealer Whether They Can Enforce The Contracts

2214 words - 9 pages to be worth about half of what the company paid for it. When Freehills Antiques Pty Ltd defaults on its loan Prudent Bank Ltd threatens to bring legal proceedings. Fiona informs Prudent Bank Ltd that the loan is not enforceable against the company because the loan documents were not executed by persons authorised by the company and was contrary to the provisions of the company constitution. Fiona also tells the Ferrari dealer that

History Of Icici Bank Ltd Essay

657 words - 3 pages at March 31, 2010 as per RBI revised guidelines on Basel 2 norms was 19.4% and Tier-1 capital adequacy was 14.0%. ICICI Bank launches a website in Hindi. RBI approves the amalgamation of bank of Rajasthan Ltd with ICICI Bank Ltd. They opened first retail branch in Singapore. ICICI Bank Ltd become the first private sector bank to who inaugurate there 2000 Branch. They get qualified Full Banking Privileges in Singapore. In 2011: ICICI Bank is

Business Analysis Of Sydney Tower Restaurants Tourism Pty Ltd

1755 words - 7 pages Business Analysis of Sydney Tower Restaurants Tourism Pty Ltd The purpose of this marketing plan is to outline the situational analysis, marketing objectives, target markets, market strategies and how to monitor the marketing plan of Sydney Tower Restaurants Tourism Pty Ltd. SITUATIONAL ANALYSIS SWOT ANALYSIS One component of a situational analysis is the SWOT analysis, which is an examination of the