ACCA考试F4公司法与商法（Cyprus）真题2010年12月及答案解析.doc

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1、ACCA考试 F4公司法与商法（Cyprus）真题 2010年 12月及答案解析(总分：99.99，做题时间：180 分钟)一、ALL TEN questions ar(总题数：1，分数：0.00)Explain the jurisdiction of the following courts: （分数：9.99）(1).(a) the District Courts of Cyprus; (3 marks) （分数：3.33）_(2).(b) the Supreme Court of Cyprus; and (4 marks) （分数：3.33）_(3).(c) the European C

2、ourt of Human Rights. (3 marks)（分数：3.33）_In relation to the tort of negligence: （分数：10.00）(1).(a) explain how the existence of a duty of care can be established; and (5 marks) （分数：5.00）_(2).(b) state FIVE examples from different types of relationship where a duty of care arises. (5 marks)（分数：5.00）_W

3、ith reference to the Companies Law Cap. 113, explain: （分数：10.00）(1).(a) the importance of the distinct legal personality of a company; (4 marks) （分数：5.00）_(2).(b) the circumstances in which the corporate veil may be lifted. (6 marks)（分数：5.00）_In relation to employment law, explain and distinguish be

4、tween the following: （分数：10.00）(1).(a) a contract of service and a contract for services; (5 marks) （分数：5.00）_(2).(b) constructive dismissal and summary dismissal. (5 marks)（分数：5.00）_With reference to the Companies Law Cap. 113, explain the procedure for: （分数：10.00）(1).(a) calling an annual general

5、meeting; (5 marks) （分数：5.00）_(2).(b) altering rights attached to different classes of shares. (5 marks)（分数：5.00）_With reference to the Companies Law Cap. 113: （分数：10.00）(1).(a) discuss the importance of the objects clauses included in a companys memorandum of association; and (4 marks) （分数：5.00）_(2)

6、.(b) explain the effect of ultra vires transactions on the company. (6 marks)（分数：5.00）_1.With reference to the laws and regulations on money laundering, describe the provisions applicable to auditors and legal advisors. (10 marks)（分数：10.00）_2.Dina contracted Elias, an interior designer, to help her

7、with the decoration of her new fl at. Dina authorised Elias to purchase black furniture for her dining room, which would cost no more than EUR1.000. Elias ordered a set of black furniture from Chloes store and promised to pay EUR1.500 upon its delivery. When the furniture was delivered to Dinas fl a

8、t, Dina discovered that it was brown and refused to pay. Chloe was not aware that the furniture was bought by Elias on behalf of another. Required: Advise Dina, Elias and Chloe as to their legal rights and obligations in relation to agency law. (10 marks)（分数：10.00）_3.ABC Ltd is a private limited lia

9、bility company which carries on business in the tourism industry. ABC Ltd has adopted Table A as its articles of association. The only assets which ABC Ltd holds are two hotels, which are both in operation. Due to the global economic crisis, ABC Ltd faces fi nancial diffi culties. Amanda, who is one

10、 of the directors of ABC Ltd, is contemplating ways to help ABC Ltd raise money. Required: Advise Amanda on the ways ABC Ltd may raise money. (10 marks)（分数：10.00）_4.George has been appointed as the sole director of Software Solutions Ltd and has a three year contract for his services to the company.

11、 George has entered into a contract in the name of Software Solutions Ltd for the provision of services to George Ltd, a company wholly owned by George, at a discounted price. Simon, who is one of the shareholders holding 15% of the issued share capital in Software Solutions Ltd, wishes to take lega

12、l action against George and replace the director of Software Solutions Ltd. Required: Advise Simon and George as to their legal rights and obligations. (10 marks)（分数：10.00）_ACCA考试 F4公司法与商法（Cyprus）真题 2010年 12月答案解析(总分：99.99，做题时间：180 分钟)一、ALL TEN questions ar(总题数：1，分数：0.00)Explain the jurisdiction of t

13、he following courts: （分数：9.99）(1).(a) the District Courts of Cyprus; (3 marks) （分数：3.33）_正确答案：( )解析：(2).(b) the Supreme Court of Cyprus; and (4 marks) （分数：3.33）_正确答案：( )解析：(3).(c) the European Court of Human Rights. (3 marks)（分数：3.33）_正确答案：( )解析：In relation to the tort of negligence: （分数：10.00）(1).(

14、a) explain how the existence of a duty of care can be established; and (5 marks) （分数：5.00）_正确答案：( )解析：(2).(b) state FIVE examples from different types of relationship where a duty of care arises. (5 marks)（分数：5.00）_正确答案：( )解析：With reference to the Companies Law Cap. 113, explain: （分数：10.00）(1).(a) t

15、he importance of the distinct legal personality of a company; (4 marks) （分数：5.00）_正确答案：( )解析：(2).(b) the circumstances in which the corporate veil may be lifted. (6 marks)（分数：5.00）_正确答案：( )解析：In relation to employment law, explain and distinguish between the following: （分数：10.00）(1).(a) a contract o

16、f service and a contract for services; (5 marks) （分数：5.00）_正确答案：( )解析：(2).(b) constructive dismissal and summary dismissal. (5 marks)（分数：5.00）_正确答案：( )解析：With reference to the Companies Law Cap. 113, explain the procedure for: （分数：10.00）(1).(a) calling an annual general meeting; (5 marks) （分数：5.00）_

17、正确答案：( )解析：(2).(b) altering rights attached to different classes of shares. (5 marks)（分数：5.00）_正确答案：( )解析：With reference to the Companies Law Cap. 113: （分数：10.00）(1).(a) discuss the importance of the objects clauses included in a companys memorandum of association; and (4 marks) （分数：5.00）_正确答案：( )解析

18、：(2).(b) explain the effect of ultra vires transactions on the company. (6 marks)（分数：5.00）_正确答案：( )解析：1.With reference to the laws and regulations on money laundering, describe the provisions applicable to auditors and legal advisors. (10 marks)（分数：10.00）_正确答案：( )解析：2.Dina contracted Elias, an inter

19、ior designer, to help her with the decoration of her new fl at. Dina authorised Elias to purchase black furniture for her dining room, which would cost no more than EUR1.000. Elias ordered a set of black furniture from Chloes store and promised to pay EUR1.500 upon its delivery. When the furniture w

20、as delivered to Dinas fl at, Dina discovered that it was brown and refused to pay. Chloe was not aware that the furniture was bought by Elias on behalf of another. Required: Advise Dina, Elias and Chloe as to their legal rights and obligations in relation to agency law. (10 marks)（分数：10.00）_正确答案：( )

21、解析：3.ABC Ltd is a private limited liability company which carries on business in the tourism industry. ABC Ltd has adopted Table A as its articles of association. The only assets which ABC Ltd holds are two hotels, which are both in operation. Due to the global economic crisis, ABC Ltd faces fi nanc

22、ial diffi culties. Amanda, who is one of the directors of ABC Ltd, is contemplating ways to help ABC Ltd raise money. Required: Advise Amanda on the ways ABC Ltd may raise money. (10 marks)（分数：10.00）_正确答案：( )解析：4.George has been appointed as the sole director of Software Solutions Ltd and has a thre

23、e year contract for his services to the company. George has entered into a contract in the name of Software Solutions Ltd for the provision of services to George Ltd, a company wholly owned by George, at a discounted price. Simon, who is one of the shareholders holding 15% of the issued share capital in Software Solutions Ltd, wishes to take legal action against George and replace the director of Software Solutions Ltd. Required: Advise Simon and George as to their legal rights and obligations. (10 marks)（分数：10.00）_正确答案：( )解析：