ACCA考试F4公司法与商法（Russia）真题2008年6月及答案解析.doc

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1、ACCA考试 F4公司法与商法（Russia）真题 2008年 6月及答案解析(总分：99.98，做题时间：180 分钟)一、ALL TEN questions ar(总题数：10，分数：100.00)In relation to the Russian legal system: （分数：9.99）(1).(a) Explain the purposes and scope of the Constitution of the Russian Federation. (3 marks) （分数：3.33）_(2).(b) Explain the consequences of a confl

2、ict between the provisions of the Constitution and the provisions of international laws. (3 marks) （分数：3.33）_(3).(c) Explain the role of codes within the overall framework of Russian law. (4 marks)（分数：3.33）_In relation to contract law: （分数：10.00）(1).(a) State and explain the conditions that must be

3、fulfilled for acceptance for a contract to be formed. (5 marks) （分数：5.00）_(2).(b) State and explain the potential consequences to the individual or entity that is in breach of a contract. (5 marks)（分数：5.00）_In relation to employment law: （分数：10.00）(1).(a) Explain what is meant by redundancy, stating

4、 examples of situations in which redundancy may arise. (5 marks) （分数：5.00）_(2).(b) State and explain the rights of the employee when a labour agreement is terminated on the grounds of redundancy. (5 marks)（分数：5.00）_In relation to limited liability companies: （分数：10.00）(1).(a) State and explain the e

5、ssential features of a limited liability company. (6 marks) （分数：5.00）_(2).(b) Describe the matters that must be included in the constitutional documents of a limited liability company. (4 marks)（分数：5.00）_In relation to capital and financing: （分数：10.00）(1).(a) Compare and contrast the rights of ordin

6、ary shareholders with the rights of preference shareholders. (7 marks) （分数：5.00）_(2).(b) Explain how a companys relationship with its shareholders differs from its relationship with those who lend to the company on a long-term basis. (3 marks)（分数：5.00）_In relation to the management and administratio

7、n of companies: （分数：10.00）(1).(a) Explain the roles of the external auditor and the internal audit commission. (5 marks) （分数：5.00）_(2).(b) Explain the legal requirements for the appointment of the external auditor and the internal audit commission. (5 marks)（分数：5.00）_In relation to company insolvenc

8、y: （分数：9.99）(1).(a) Explain the purposes of observation. (3 marks) （分数：3.33）_(2).(b) Explain the limitations imposed by law once the observation process commences. (3 marks) （分数：3.33）_(3).(c) Explain the alternative outcomes of the observation process. (4 marks)（分数：3.33）_Yuri purchased a property in

9、 2004, raising 60% of the purchase price by way of a mortgage secured on the property. In 2006, Yuris business failed and he was no longer able to service the repayments due to the bank. The property was neglected and has fallen into disrepair. It is also situated in an undesirable location. Attempt

10、s by the lender to sell the property at public auction failed. Faced with the possibility of making a loss on the contract, the lender is considering two alternative courses of action. Firstly, it will consider selling the property by private agreement to an individual who is willing to pay a sum ad

11、equate to cover the outstanding debt and accumulated costs. Secondly, it is prepared to pay Yuri 80% of the guide price originally set by the court, with the intention of carrying out repairs and then selling it at a future date. Required:（分数：10.00）(1).(a) Explain the legal obligations of the lender

12、 in respect of the disposal of the property. (5 marks) （分数：5.00）_(2).(b) Evaluate the alternative courses of action proposed by the lender. (5 marks)（分数：5.00）_Alexei, Iulia and Leonid are partners in a commandite partnership. Alexei is the investing partner, having contributed capital of 500.000 rou

13、bles to the business under the partnership agreement. Iulia and Leonid are general partners. The partnership agreement states that all business will be carried out within the city boundaries of Moscow and that any transaction valued in excess of 750.000 roubles must be sanctioned by both general par

14、tners. Iulia has agreed to purchase raw materials from a company in Ekaterinberg in the name of the partnership for 1.000.000 roubles and has signed a contract with the seller to confirm this. On discovering the transaction, Leonid refused to sanction the payment. Iulia immediately resigned from the

15、 partnership in protest at Leonids action. Required:（分数：10.00）(1).(a) Explain whether the supplier of the raw materials is able to enforce the contract against the partnership. (5 marks) （分数：5.00）_(2).(b) In the event that the partnership is dissolved before the matter is resolved, explain the poten

16、tial personal liabilities of the partners for the transaction that Iulia has carried out. (5 marks)（分数：5.00）_1.Anna is the executive responsible for information technology in OAO- Target. Her senior colleagues asked her to participate in confidential discussions regarding the compatibility of the co

17、mpanys information systems with those of a competitor. Representatives of both companies attended the meeting, and from the discussions that took place it was obvious that the companies had entered into merger negotiations. Anna then purchased shares in both companies in anticipation of making a fut

18、ure capital gain. Nikita inherited a large sum of money from his father. He invested this in the shares of his employer, which is a company listed on the stock exchange, bidding up its share price. Immediately after doing so, he sold the shares for a large profit. Required: Discuss the extent to whi

19、ch the actions of Anna and Nikita were legal and ethical. (10 marks)（分数：10.00）_ACCA考试 F4公司法与商法（Russia）真题 2008年 6月答案解析(总分：99.98，做题时间：180 分钟)一、ALL TEN questions ar(总题数：10，分数：100.00)In relation to the Russian legal system: （分数：9.99）(1).(a) Explain the purposes and scope of the Constitution of the Russi

20、an Federation. (3 marks) （分数：3.33）_正确答案：( )解析：(2).(b) Explain the consequences of a conflict between the provisions of the Constitution and the provisions of international laws. (3 marks) （分数：3.33）_正确答案：( )解析：(3).(c) Explain the role of codes within the overall framework of Russian law. (4 marks)（分数

21、：3.33）_正确答案：( )解析：In relation to contract law: （分数：10.00）(1).(a) State and explain the conditions that must be fulfilled for acceptance for a contract to be formed. (5 marks) （分数：5.00）_正确答案：( )解析：(2).(b) State and explain the potential consequences to the individual or entity that is in breach of a

22、contract. (5 marks)（分数：5.00）_正确答案：( )解析：In relation to employment law: （分数：10.00）(1).(a) Explain what is meant by redundancy, stating examples of situations in which redundancy may arise. (5 marks) （分数：5.00）_正确答案：( )解析：(2).(b) State and explain the rights of the employee when a labour agreement is t

23、erminated on the grounds of redundancy. (5 marks)（分数：5.00）_正确答案：( )解析：In relation to limited liability companies: （分数：10.00）(1).(a) State and explain the essential features of a limited liability company. (6 marks) （分数：5.00）_正确答案：( )解析：(2).(b) Describe the matters that must be included in the consti

24、tutional documents of a limited liability company. (4 marks)（分数：5.00）_正确答案：( )解析：In relation to capital and financing: （分数：10.00）(1).(a) Compare and contrast the rights of ordinary shareholders with the rights of preference shareholders. (7 marks) （分数：5.00）_正确答案：( )解析：(2).(b) Explain how a companys

25、relationship with its shareholders differs from its relationship with those who lend to the company on a long-term basis. (3 marks)（分数：5.00）_正确答案：( )解析：In relation to the management and administration of companies: （分数：10.00）(1).(a) Explain the roles of the external auditor and the internal audit co

26、mmission. (5 marks) （分数：5.00）_正确答案：( )解析：(2).(b) Explain the legal requirements for the appointment of the external auditor and the internal audit commission. (5 marks)（分数：5.00）_正确答案：( )解析：In relation to company insolvency: （分数：9.99）(1).(a) Explain the purposes of observation. (3 marks) （分数：3.33）_正确

27、答案：( )解析：(2).(b) Explain the limitations imposed by law once the observation process commences. (3 marks) （分数：3.33）_正确答案：( )解析：(3).(c) Explain the alternative outcomes of the observation process. (4 marks)（分数：3.33）_正确答案：( )解析：Yuri purchased a property in 2004, raising 60% of the purchase price by wa

28、y of a mortgage secured on the property. In 2006, Yuris business failed and he was no longer able to service the repayments due to the bank. The property was neglected and has fallen into disrepair. It is also situated in an undesirable location. Attempts by the lender to sell the property at public

29、 auction failed. Faced with the possibility of making a loss on the contract, the lender is considering two alternative courses of action. Firstly, it will consider selling the property by private agreement to an individual who is willing to pay a sum adequate to cover the outstanding debt and accum

30、ulated costs. Secondly, it is prepared to pay Yuri 80% of the guide price originally set by the court, with the intention of carrying out repairs and then selling it at a future date. Required:（分数：10.00）(1).(a) Explain the legal obligations of the lender in respect of the disposal of the property. (

31、5 marks) （分数：5.00）_正确答案：( )解析：(2).(b) Evaluate the alternative courses of action proposed by the lender. (5 marks)（分数：5.00）_正确答案：( )解析：Alexei, Iulia and Leonid are partners in a commandite partnership. Alexei is the investing partner, having contributed capital of 500.000 roubles to the business und

32、er the partnership agreement. Iulia and Leonid are general partners. The partnership agreement states that all business will be carried out within the city boundaries of Moscow and that any transaction valued in excess of 750.000 roubles must be sanctioned by both general partners. Iulia has agreed

33、to purchase raw materials from a company in Ekaterinberg in the name of the partnership for 1.000.000 roubles and has signed a contract with the seller to confirm this. On discovering the transaction, Leonid refused to sanction the payment. Iulia immediately resigned from the partnership in protest

34、at Leonids action. Required:（分数：10.00）(1).(a) Explain whether the supplier of the raw materials is able to enforce the contract against the partnership. (5 marks) （分数：5.00）_正确答案：( )解析：(2).(b) In the event that the partnership is dissolved before the matter is resolved, explain the potential personal

35、 liabilities of the partners for the transaction that Iulia has carried out. (5 marks)（分数：5.00）_正确答案：( )解析：1.Anna is the executive responsible for information technology in OAO- Target. Her senior colleagues asked her to participate in confidential discussions regarding the compatibility of the comp

36、anys information systems with those of a competitor. Representatives of both companies attended the meeting, and from the discussions that took place it was obvious that the companies had entered into merger negotiations. Anna then purchased shares in both companies in anticipation of making a futur

37、e capital gain. Nikita inherited a large sum of money from his father. He invested this in the shares of his employer, which is a company listed on the stock exchange, bidding up its share price. Immediately after doing so, he sold the shares for a large profit. Required: Discuss the extent to which the actions of Anna and Nikita were legal and ethical. (10 marks)（分数：10.00）_正确答案：( )解析：