ACCA考试F4公司法与商法（Malta）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（Malta）真题 2010 年 12 月及答案解析(总分：100.00，做题时间：180 分钟)一、ALL TEN questions ar(总题数：1，分数：0.00)1.Under the Maltese judicial system, explain the manner in which the courts are structured, highlighting the jurisdiction of the various courts. (10 marks)（分数：10.00）_2.In terms of Maltese contract

2、law, explain the requisites for a valid offer and explain how these differ from an invitation to treat. (10 marks)（分数：10.00）_3.In terms of the Employment and Industrial Relations Act, 2002, discuss the circumstances in which the regulations on the transfer of business are to apply, and explain the p

3、rocedure to be followed in such a case. (10 marks)（分数：10.00）_4.In terms of the Companies Act, 1995 explain the contents of the memorandum of association of a limited liability company. (10 marks)（分数：10.00）_In terms of the provisions of the Companies Act, 1995: （分数：10.00）(1).(a) explain and distingui

4、sh between the authorised and issued share capital of a limited liability company; (6 marks) （分数：5.00）_(2).(b) explain what steps must be taken when a public company experiences a serious loss of capital. (4 marks)（分数：5.00）_In terms of the provisions of the Companies Act, 1995: （分数：10.00）(1).(a) sta

5、te who falls under the defi nition of an offi cer of a company; and (3 marks) （分数：5.00）_(2).(b) explain the role of the company secretary. (7 marks)（分数：5.00）_5.In terms of the Companies Act, 1995, explain the features of a single member private limited liability company. (10 marks)（分数：10.00）_Jakes s

6、on Simon, aged 16, wished to buy a particular hi-fi system which had just been launched on the market. He decided to save up some more money and purchase it during the coming months. Jake decided to surprise his son and bought a system from Martin. Martin assured Jake this was the latest model. Howe

7、ver, much to Simons dismay the model his father purchased was the 2008 model. Required: （分数：10.00）(1).(a) Explain whether Simon would have been legally able to purchase the hi-fi system on his own; and (4 marks) （分数：5.00）_(2).(b) Explain whether it is possible for Jake to claim invalidity of contrac

8、t and on what grounds. (6 marks)（分数：5.00）_A company, ABC Limited, engaged in the production of microchips for the South American market, has encountered diffi culties due to a material reduction in orders. Despite the circumstances, Peter, the sole director, has continued to enter into obligations w

9、ith suppliers. Creditors are considering taking action against the company and against Peter. Required: （分数：10.00）(1).(a) Explain whether there are grounds for taking action against Peter for fraudulent trading; (5 marks) （分数：5.00）_(2).(b) Explain the implications of a disqualifi cation order and st

10、ate whether such a disqualifi cation order could be issued against Peter in his capacity as director. (5 marks)（分数：5.00）_DotCom Limited is currently experiencing serious fi nancial diffi culties and the directors have realised that the company will not be able to pay its debts during the next few mo

11、nths. As DotCom Limited should be able to recover its fi nancial stability within the short term, its advisors have informed the directors of DotCom Limited that the company may apply for corporate recovery in terms of the Companies Act, 1995. Required: （分数：10.00）(1).(a) Explain to the directors of

12、DotCom Limited what procedure should be followed for the company to apply for corporate recovery in terms of the Companies Act, 1995; and (5 marks) （分数：5.00）_(2).(b) Explain the role of the special controller in such a procedure. (5 marks)（分数：5.00）_ACCA 考试 F4 公司法与商法（Malta）真题 2010 年 12 月答案解析(总分：100.0

13、0，做题时间：180 分钟)一、ALL TEN questions ar(总题数：1，分数：0.00)1.Under the Maltese judicial system, explain the manner in which the courts are structured, highlighting the jurisdiction of the various courts. (10 marks)（分数：10.00）_正确答案：( )解析：2.In terms of Maltese contract law, explain the requisites for a valid o

14、ffer and explain how these differ from an invitation to treat. (10 marks)（分数：10.00）_正确答案：( )解析：3.In terms of the Employment and Industrial Relations Act, 2002, discuss the circumstances in which the regulations on the transfer of business are to apply, and explain the procedure to be followed in suc

15、h a case. (10 marks)（分数：10.00）_正确答案：( )解析：4.In terms of the Companies Act, 1995 explain the contents of the memorandum of association of a limited liability company. (10 marks)（分数：10.00）_正确答案：( )解析：In terms of the provisions of the Companies Act, 1995: （分数：10.00）(1).(a) explain and distinguish betwe

16、en the authorised and issued share capital of a limited liability company; (6 marks) （分数：5.00）_正确答案：( )解析：(2).(b) explain what steps must be taken when a public company experiences a serious loss of capital. (4 marks)（分数：5.00）_正确答案：( )解析：In terms of the provisions of the Companies Act, 1995: （分数：10.

17、00）(1).(a) state who falls under the defi nition of an offi cer of a company; and (3 marks) （分数：5.00）_正确答案：( )解析：(2).(b) explain the role of the company secretary. (7 marks)（分数：5.00）_正确答案：( )解析：5.In terms of the Companies Act, 1995, explain the features of a single member private limited liability c

18、ompany. (10 marks)（分数：10.00）_正确答案：( )解析：Jakes son Simon, aged 16, wished to buy a particular hi-fi system which had just been launched on the market. He decided to save up some more money and purchase it during the coming months. Jake decided to surprise his son and bought a system from Martin. Mart

19、in assured Jake this was the latest model. However, much to Simons dismay the model his father purchased was the 2008 model. Required: （分数：10.00）(1).(a) Explain whether Simon would have been legally able to purchase the hi-fi system on his own; and (4 marks) （分数：5.00）_正确答案：( )解析：(2).(b) Explain whet

20、her it is possible for Jake to claim invalidity of contract and on what grounds. (6 marks)（分数：5.00）_正确答案：( )解析：A company, ABC Limited, engaged in the production of microchips for the South American market, has encountered diffi culties due to a material reduction in orders. Despite the circumstances

21、, Peter, the sole director, has continued to enter into obligations with suppliers. Creditors are considering taking action against the company and against Peter. Required: （分数：10.00）(1).(a) Explain whether there are grounds for taking action against Peter for fraudulent trading; (5 marks) （分数：5.00）

22、_正确答案：( )解析：(2).(b) Explain the implications of a disqualifi cation order and state whether such a disqualifi cation order could be issued against Peter in his capacity as director. (5 marks)（分数：5.00）_正确答案：( )解析：DotCom Limited is currently experiencing serious fi nancial diffi culties and the direct

23、ors have realised that the company will not be able to pay its debts during the next few months. As DotCom Limited should be able to recover its fi nancial stability within the short term, its advisors have informed the directors of DotCom Limited that the company may apply for corporate recovery in

24、 terms of the Companies Act, 1995. Required: （分数：10.00）(1).(a) Explain to the directors of DotCom Limited what procedure should be followed for the company to apply for corporate recovery in terms of the Companies Act, 1995; and (5 marks) （分数：5.00）_正确答案：( )解析：(2).(b) Explain the role of the special controller in such a procedure. (5 marks)（分数：5.00）_正确答案：( )解析：