Lecture 1- introduction to corporate law

Question 1

What does corporate law regulate?

Answer 1

2 environments:
**1. The organizational structure **of company (roles of shareholders and directors)
**2. Capital Market **through which money is raised for production (issuing shares, investor protection)

Question 2

What is the consequense of having legal personality as a company?

Answer 2

• enter into legal relations (contract)
• have a legal standing in court (filing claim, and be filed a claim against)

Question 3

What bussiness forms do not have legal personality?

Answer 3

1. sole trader
2. Partnership (general/ limited)

Question 4

What bussinessforms do have a legal personality?

Answer 4

1. private limited company (BV)
2. public limited company (NV)

Question 5

What are the benefits and downside of being a sole trader?

Answer 5

Benefits– easy and cheap establishment, direct control, tax benefits
Downsides– limited growth, personally liable for actions

Question 6

What are the benefits and downsides of being in a partnership?

Answer 6

benefits: work divided, still easy establishment, direct control
Downsides: more legal requirements, decision making authority shared, personally liable, sharing of profits

Question 7

What is a fiduciary duty, and what fiduciary duties do partners have to one another?

Answer 7

-A fiduciary duty is a duty partners have to eachother (for the benefit of the bussiness)
-examples are: duty of good faith, duty of disclosure to eachother.