Company Law Essay Example | Topics and Well Written Essays - 2250 words - 2

Company Law - Essay Example The most appropriate remedy that Quincy should avail is the second remedy of applying for an order from the court on the ground that the company's affairs are being conducted in a manner which is 'unfairly prejudicial' under Part 30 CA 206, ss 994-998 because this remedy allows Roar to continue its business. CA 2006 (s 994) gives Quincy very flexible solutions to disagreements within Roar without having to necessarily wind up the company under the first remedy. Specifically, s 994(1) CA 2006 provides as follows: "A member of a company may apply to the court by petition for an order under this Part on the ground - (a) that the company's affairs are being or have been conducted in a manner that is unfairly prejudicial to the interests of members generally or of some part of its members (including at least himself), or (b) that an actual or proposed act or omission of the company (including an act or omission on its behalf) is or would be so prejudicial. The 'Act or omission' under this Section can include either an isolated act or omission or a continuing situation, depending on the circumstances. In fact, in Re Norvabron Pty Ltd (No 2) (1986) 11 ACLR 33, this can even include an act which took place before the petitioner became a shareholder. Furthermore, the legal import of the term 'C onduct of the company's affairs' has been considered in Re Legal Costs Negotiators Ltd (1999) 2 BCLC 171 CA wherein there were originally four individuals who set up a company, each was a director and employee and each had an equal amount of shares. When the relationship with one person broke down, he was dismissed subsequently as an employee although he resigned as a director just before he was removed. Nonetheless, he remained a shareholder although he refused to sell his shares to the other three. When the majority petitioned under s 459 CA 2006 for an order that he should transfer his shares to them, the petition was rejected because of the distinction between this remedy and personal actions, i.e. in this statutory remedy, what is relevant to consider is the 'company's affairs'. In the given situation, the following facts clearly indicate that the company's affairs are being or have been conducted by Patrick and Sally in a manner that is unfairly prejudicial to the interests of Quincy, a minority; and an actual act of the company (including an act or omission on its behalf) is so prejudicial to Quincy: Patrick and Sally have remove Quincy as a director; Patrick and Sally take out any profit from the business as director's salaries; and they also decide to change the nature of the business which by the Articles of Association requires a 75% majority. In fact, the 75% requirement in amending the Articles of Incorporation was not met because Patrick and Sally only owned at least 70% of the shares. Moreover, Patrick and Sally appropriated several valuable contracts to Sally's company, Tiddles Limited (Tiddles) which would normally have gone to Roar in order to make sure that no benefit will come to Quincy from these contracts. Clearly, these events and the facts taken together not only constitute a basis to grant an application for an order based on the ground that the company'

Reflection paper Essay Example | Topics and Well Written Essays - 500 words - 47

Reflection paper - Essay Example a tourism manager in the future, I can devise better means and/or give travellers gadgets in which they can record their travelling experiences including taking photos and recording videos. The conversation presented in this article reflects to my personal travelling experiences, which can be used to formulate tourism management strategies in future. Heat-Moon ascertains that the American topography is diverse and thus travellers should try and visit the various types of American landscapes. Caputo adds that travelling in America is best experience, compared to other countries (Caputo and Heart-Moon, 2013). In the past two years, I have travelled across many parts of the country and I have seen that America is gifted with a wide range of landscapes. The deserts in New Mexico and mountains in Arizona are incredibly unique and outstanding, compared to other parts of the world. As you travel, you will meet different people who will change your worldviews and perspectives. As Caputo recounts, I can argue that that travelling in America exposes you to different types of â€Å"social landscapes.† The conversation brings forth the aspect of different characteristics of a tourist and a traveller. When you plan to visit places as a tourist, you often use the main roads and superhighways, as Caputo recounts (Caputo and Heart-Moon, 2013). His colleague adds that a tourist will never use the back roads like the travellers. In the past, my personal travels were not that enjoyable because most of the times we used the main roads. However, when I changed my travel plans and became a traveller, I enjoyed the diverse American landscapes and people. Therefore, it’s much better to become a traveller rather than a tourist who is always on time budgets and visits specific places. Keeping record helps in deepening the experiences when you share them with your friends and family. Based on the conversation and my personal travelling experience, I can advise tourism managers with means