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Characteristics of a Company and its Constitution (Artificial, separate…

- - - - Company Officers charges: lending money by directors and charging interest at higher price than the creditors
      - Financial Assistance: personal house enhancement rather than office
      - Uncommercial transaction:no special and preferential treatment at the expense of company
      - Taxation legislation
      - Directors liab. for insolvent trading SEE WEEK11 in details
    - - Avoidance of legal obligation: GilfordMotor co Ltd v Horne Soliciting Gilford's customers after estbalishing a company
      - Fraud:: Re Darby
- - - - Pre-emption Right S.254D
      - should not oppressive S.232: if one person/group against another group/person
    - - can enforce rights in const.vote counted At AGM/ to enforce divi'd
        
        Pre-emption Right S.254D
- - - - Unlimited with share capital: S.9 no limit on liab. suitable for legal and accounting firms (professional)similar to partnership
      - Limited by Guarantee : S.9 Define liab. limited to the amount they undertake to contribute to the company if its liquidated
      - limited by shares
      - no Liab. S.9 defines no liab. at all
        
        S.112(2) can be registered if
        
        constitution only mining purposes ( no other activities than that S.112(3)
        
        has share capital
        
        no contractual right under its constitution to call unpaid shares S.254 (M) (2)
    - - Unlimited with share capital
      - Limited by shares 99%.S.9 define: Liability limited by amount unpaid (if it is partly paid)+ S.516
        
        Fully paid
        
        Part paid
        
        S.254 (M)(1)liable to pay the balance if company calls or liquidation