Liability analysis Essay Example | Topics and Well Written Essays - 2250 words

Liability analysis - Essay Example The basis of partnership can be made legal by either the word of mouth or through a written agreement. The partnership agreement administers the partner’s relation to each other and to the partnership. The agreement Partnerships between members of the family as in this case are viewed in a different perspective by the law. If the family members are to share in the profits it will be clear that they have a partnership, however, if they are to receive some share of the profits as repayment of debts, or wages the relation is termed as protected partnership, and there will be no legal indication that a business partnership exists. If the family members are to conduct any retail business, there will be clear evidence of an existence of a general partnership. The formation of the partnership is associated with certain rights and duties among the members and with third parties (Cheeseman, 257). Therefore, under this case, each partner will have a right to share in the profits, and al so contribute equally incase of a loss, unless the partnership agreement will have been otherwise stated. Additionally, each partner is allowed to take part equally in the supervision of the company partnership. Incase of a dispute, the majority vote rules. Nonetheless, under a partnership, each member is entailed to the duty of Good faith, and loyalty (West's Encyclopedia of American Law, 7). That is, each partner is required to account to the other partners for any benefit that one receives when engaged in the business partnership. Under the duty of loyalty, no partner is permitted to use the partnership property for ones own personal gains. Also, the partners are not to engage in any business that competes with the partnership. In reference to the contribution of funds as the parents’ idea of 2 million, the contributed resources towards the growth of the business, becomes owned by all members under partnership (West's Encyclopedia of American Law, 20). In addition, any oth er property that is to be purchased by any partner using the partnership assets automatically becomes partnership property and is held under the partnerships name as indicated by RUPA. Transfer of property is only possible under the name of the partnership and, and the partnership property cannot be sold without the consent of members of the partnership. In terms of liability, each member of the partnership is liable to the obligations of the partnership. That is, each partner is equally liable for the unlawful acts or blunder of a member-if the act is committed while the partner is acting under the authority of the other members, or on behaves of the partnership. In UPA Section 15(a) it is said that associates are jointly and severally responsible for the torts and violation of trust. (Cheeseman, 258) Under this a third party can sue one or more associates independently, â€Å"CASE 14.2 Tort Liability of General Partners Zuckerman v. Antenucci† (Cheeseman, 256). Despite the fact that a partner caught on the wrong is sued individually, the partnership agreement provides for the compensation of the partner for the fraction of damages in surplus of ones relative share of the business. Any member in the business partnership will be perceived as an agent of the partnership. That is, each member has the authority to act on behave of the business, and a members admission concerning

Company law Essay Example | Topics and Well Written Essays - 2000 words

Company law - Essay Example The committee must also make sure that remuneration arrangements strictly abide by the regulatory bodies’ requirements and meet the expectations of shareholders as well as the wider employee population (ibid). Earlier, controversial director remuneration increases in the United Kingdom were widely criticised and as a result, the UK government framed a set of regulations to control executive director remuneration. According to the Code of Best Practice suggested by the Greenbury committee, the remuneration committee must be comprised of non executive directors. The Greenbury committee also directs to completely disclose the remuneration policy as well as directors’ individual remuneration package. The UK Corporate Governance Code 2010 or simply the Code, which is a set of some good corporate principles, describes various procedures involved in setting executive director remuneration in public limited companies. Section D.1 of the UK Corporate Governance Code 2010 states that the level of remuneration should be sufficient enough to attract, motivate, and retain executive directors and thereby run the company successfully. At the same time, the level of executive remuneration must not be more than necessary. The section D.1 specifically says that â€Å"a significant proportion of executive directors’ remuneration should be structured so as to link rewards to corporate and individual performance† (The UK Corporate Governance Code, 2010). The Code continues that elements of performance-based executive remuneration must focus on the company’s long term success. In addition, the remuneration committee has to decide whether to structure their remuneration policy relative to other companies; however, the committee must consider the risk of higher levels of remuneration with no corresponding performance improvement. The committee should also consider pay and employment conditions while making decisions on annual salary increases. The Se ction D.2 deals with procedures involved in setting executive directors’ remuneration. According to this section, â€Å"there should be a formal and transparent procedure for developing policy on executive remuneration and for fixing the remuneration packages of individual directors† (The UK corporate governance code (The UK Corporate Governance Code, 2010). Referring to Main principles of the UK corporate governance code (genius methods, 2010) section D.2 clearly tells that no executive director must not be allowed to involve in setting his/her own remuneration (ibid). The remuneration committee has the obligation to confer with the chairman and/or chief executive regarding the effectiveness of the proposal framework structured on the executive director remuneration. The committee also has the responsibility to appoint consultants in order to effectively set a potential executive director remuneration policy. If there is an involvement from the part of executive direc tors of top management in advising or assisting the remuneration committee, due care must be exercised to timely identify and avoid conflicts of interest. It is the duty of the board chairman to ensure that the company effectively communicates to its shareholders regarding various aspects of the remuneration proposal. The section D.2.1 of the Code tells that there should be at least three (it can be two in case of smaller