Company Law – Page 7

FR – Nov 2023 – L2 – Q7a – Regulatory Framework for Financial Reporting

Discusses main sources of financial reporting regulations and reasons for regulatory practices.

Question

Within the context of financial reporting and regulatory frameworks:

i. Discuss the main sources of regulations. (3 Marks)
ii. Discuss TWO reasons why financial reporting practice should be regulated. (2 Marks)

Answer

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Tags: Accounting Standards, Company Law, Financial Reporting, Regulations, Regulatory Rationale, Stock Exchange
Level: Level 2

Topic: Regulatory Framework for Financial Reporting

BL – Nov 2020 – L1 – SB – Q1d – Company Law

List powers exercised by the Annual General Meeting (AGM) of a company.

Question

One of the two organs of a company is the general meeting of members.

Required:
State FOUR powers of the Annual General Meeting.

Answer

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Tags: Annual General Meeting, Company Law, Corporate Powers, Shareholder Rights
Level: Level 1

Topic: Company Law
Series: NOV 2020

BL – Nov 2020 – L1 – SA – Q4 – Company Law

Objective question testing knowledge on instances where a court may disregard corporate personality.

Question

4. A situation in which the court would disregard the distinction between the personalities of a company and its members is
A. Subrogation
B. Alienation
C. Lifting the veil of incorporation
D. Disregarding the law
E. The rule in Foss vs. Habbotle

Answer

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Tags: Company Law, Corporate Personality, Legal Principles, Veil of Incorporation
Level: Level 1

Topic: Company Law
Series: NOV 2020

BL – May 2012 – L1 – SB – Q6B – Company Law

Explain two fiduciary duties of a company director.

Question

Directors of companies are placed in special and unique positions. Their status imposes certain duties on them, and these include fiduciary duties.

Required:
Explain any TWO fiduciary duties of a company director.

Answer

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Tags: Business Law, Company Law, Directors' Duties
Level: Level 1

Topic: Company Law
Series: MAY 2012

BL – May 2012 – L1 – SB – Q6A – Company Law

Advise on the importance of filing annual returns for Xeyoze Limited.

Question

Xeyoze Limited was incorporated by the Corporate Affairs Commission on February 1, 2010. On March 1, 2011, the company bid for a contract to rehabilitate one of the nation’s oil refineries. This contract attracted scores of bidders because it was seen as a very lucrative one. A rival bidder objected to the competence of Xeyoze Limited to bid for the contract on the ground that an investigation at the Corporate Affairs Commission revealed that the company has not filed its annual returns.

Required: Advise Xeyoze Limited on the following:

(i) The importance of filing annual returns. (2 Marks)
(ii) The period within which the annual returns must be filed. (2 Marks)
(iii) The consequences of failure to file annual returns. (2 Marks)
(iv) Whether it is optional to file the annual returns or not (2 Marks)
(v) What is your advice if the contract was bid for on October 1, 2010? (3 Marks)

Answer

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Tags: Business Law, Company Law, Compliance
Level: Level 1

Topic: Company Law
Series: MAY 2012

BL – May 2012 – L1 – SB – Q1B – Company Law

Advise Halidu on transferring shares to raise money for school fees.

Question

Halidu holds one million shares in Realshares Nigeria Plc. Zaidi, his son, has just returned from the University of Basel because he could not pay school fees. Halidu is cash-strapped and wants to know whether he could transfer his shares to someone else to raise money to pay the fees.
Required: Advise Halidu, stating the statutory conditions by which he could transfer his shares. (5 Marks)

Answer

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Tags: Business Law, Company Law, Share Transfer
Level: Level 1

Topic: Company Law
Series: MAY 2012

BL – May 2012 – L1 – SA – Q18 – Company Law

Identify the concept that allows a company to continue existing despite changes in ownership.

Question

The fact that a company cannot die connotes that it has:

Answer

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Tags: Business Law, Company Law, Perpetual Succession
Level: Level 1

Topic: Company Law
Series: MAY 2012

BL – May 2012 – L1 – SA – Q10 – Company Law

State the resolution required for a compulsory winding up of a company.

Question

State the type of resolution that is required in order to effect a compulsory winding-up of a company by the Federal High Court.

Answer

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Tags: Business Law, Company Law, Winding-up
Level: Level 1

Topic: Company Law
Series: MAY 2012

BL – Nov 2011 – L1 – SB – Q4 – Company Law

Understanding the principles of the Salomon vs Salomon & Co Ltd case, circumstances for lifting the veil of incorporation, and statutory terms of partnership agreements

Question

(a) Explain the legal principle(s) established in the case of Salomon vs Salomon Co. Ltd. (1897). (2 Marks)

(b) State FOUR circumstances when the veil of incorporation of a company may be lifted under statute. (4 Marks)

(d) State FIVE statutory terms of a Partnership Agreement as contained in Sections 24 and 25 of the Partnership Act 1890. (5 Marks)

Answer

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Tags: Company Law, Legal Personality, Lifting the Veil, Partnership Agreement
Level: Level 1

Topic: Company Law
Series: NOV 2011

BL – Nov 2011 – L1 – SA – Q9 – Company Law

Identifying the type of company that limits liability to contributions of members.

Question

A company that limits its liability by what members undertake to contribute to its capital is called …………………………

Answer

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Tags: Company Law, Liability of Members, Limited by Guarantee
Level: Level 1

Topic: Company Law
Series: NOV 2011

BL – Nov 2014 – L1 – SB – Q3a – Company Law

State distinctions between a limited liability company and a partnership, and explain a director’s duty regarding conflicts of interest.

Question

a. Limited liability companies and partnerships are different in formation and characteristics.
You are required to:

i. State any FIVE distinctions between a limited liability company and a partnership.
(5 Marks)

ii. Explain briefly the duty that a director’s interest shall not conflict with his duties to the company and its consequences.
(4 Marks)

Answer

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Tags: Company Law, Conflict of Interest, Directors' Duties, Partnership
Level: Level 1

Topic: Company Law
Series: NOV 2014

BL – Nov 2014 – L1 – SB – Q2a – Company Law

List five contents of the Articles of Association of a company.

Question

“The Memorandum and Articles of Association of a company are together the Constitution of the company.”
You are required to list any FIVE contents of the Articles of Association.
(Total 5 Marks)

Answer

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Tags: Articles of Association, Company Constitution, Company Law
Level: Level 1

Topic: Company Law
Series: NOV 2014

BL – Nov 2014 – L1 – SB – Q1b – Company Law

Explain two differences between fixed charge and floating charge on company properties.

Question

One of the conditions attached to loans obtained by a registered company is the creation of a charge on the properties of the company.
You are required to explain briefly any TWO differences between fixed charge and floating charge.
(Total 5 Marks)

Answer

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Tags: Company Law, Fixed Charge, Floating Charge, Loan Security
Level: Level 1

Topic: Company Law
Series: NOV 2014

BL – May 2022 – L1 – SB – Q5c – Company Law

State two situations that show netting has occurred in a company.

Question

In a company, there may be a reason for netting.

Required:
State TWO situations that show that netting has occurred.

Answer

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Tags: Company Law, Financial Transactions, Netting
Level: Level 1

Topic: Company Law
Series: MAY 2022

BL – Nov 2014 – L1 – SA – Q8 – Company Law

Identifying a situation where a company is not considered insolvent

Question

A company may be declared insolvent in any of the following situations EXCEPT if it:
A. Fails to file annual returns
B. Has been wound-up
C. Is a judgment debtor
D. Is not a judgment creditor
E. Is incapable of meeting its financial obligations

Answer

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Tags: Company Law, Insolvency, Legal Status
Level: Level 1

Topic: Company Law
Series: NOV 2014

BL – Nov 2014 – L1 – SA – Q6 – Company Law

Identifying the consequence for a director breaching fiduciary duty

Question

A company director who breaches his/her fiduciary duty to the company is liable to being
A. Removed from office
B. Reported to the Economic & Financial Crimes Commission (EFCC)
C. Reported to the Independent Corrupt Practices Commission (ICPC)
D. Reported to the Police
E. Rusticated

Answer

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Tags: Company Law, Director Liability, Fiduciary Duty

Topic: Company Law
Series: NOV 2014

BL – Nov 2014 – L1 – SA – Q3 – Company Law

Identifying the correct legal status of a company in law

Question

A company is regarded in law as
A. Corporate aggregate
B. Corporate personality
C. Corporate trustee
D. Corporate proprietorship
E. Corporate municipality

Answer

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Tags: Company Law, Corporate Personality, Legal Entities
Level: Level 1

Topic: Company Law
Series: NOV 2014

BL – Nov 2021 – L1 – SA – Q6 – Company Law

Understanding the role of a court-appointed receiver.

Question

A Receiver of any undertaking of a company appointed by the court is an officer of the
A. Court
B. Shareholders
C. Company
D. Board of directors
E. Company’s secured creditors

Answer

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Tags: Company Law, Receivership
Level: Level 1

Topic: Company Law
Series: NOV 2021

BL – Nov 2021 – L1 – SA – Q5 – Company Law

Assigning responsibility for preparing financial statements of a company.

Question

With particular reference to section 377 of the Companies and Allied Matters Act 2020, whose duty is it to prepare the financial statements of a company for each year?
A. The directors
B. The chief accountant
C. The account clerks
D. The auditor
E. The company secretary

Answer

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Tags: Company Law, Financial Statements
Level: Level 1

Topic: Company Law
Series: NOV 2021

BL – Nov 2021 – L1 – SA – Q4 – Company Law

Conditions for foreign limited liability partnerships operating in Nigeria.

Question

A foreign limited liability partnership
A. Can carry on business in Nigeria provided it is registered in its home country
B. Cannot carry on business in Nigeria without being incorporated in Nigeria
C. Need not register afresh in Nigeria before carrying on business in Nigeria
D. Is prohibited in Nigeria under the Companies and Allied Matters Act 2020
E. Must admit Nigerians as partners under the Companies and Allied Matters Act before carrying on business in Nigeria

Answer

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Tags: Business Entities, Company Law, Nigerian Law
Level: Level 1

Topic: Company Law
Series: NOV 2021

Question Tag: Company Law

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FR – Nov 2023 – L2 – Q7a – Regulatory Framework for Financial Reporting

Discusses main sources of financial reporting regulations and reasons for regulatory practices.

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BL – Nov 2020 – L1 – SB – Q1d – Company Law

List powers exercised by the Annual General Meeting (AGM) of a company.

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BL – Nov 2020 – L1 – SA – Q4 – Company Law

Objective question testing knowledge on instances where a court may disregard corporate personality.

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BL – May 2012 – L1 – SB – Q6B – Company Law

Explain two fiduciary duties of a company director.

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BL – May 2012 – L1 – SB – Q6A – Company Law

Advise on the importance of filing annual returns for Xeyoze Limited.

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BL – May 2012 – L1 – SB – Q1B – Company Law

Advise Halidu on transferring shares to raise money for school fees.

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BL – May 2012 – L1 – SA – Q18 – Company Law

Identify the concept that allows a company to continue existing despite changes in ownership.

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BL – May 2012 – L1 – SA – Q10 – Company Law

State the resolution required for a compulsory winding up of a company.

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BL – Nov 2011 – L1 – SB – Q4 – Company Law

Understanding the principles of the Salomon vs Salomon & Co Ltd case, circumstances for lifting the veil of incorporation, and statutory terms of partnership agreements

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BL – Nov 2011 – L1 – SA – Q9 – Company Law

Identifying the type of company that limits liability to contributions of members.

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BL – Nov 2014 – L1 – SB – Q3a – Company Law

State distinctions between a limited liability company and a partnership, and explain a director’s duty regarding conflicts of interest.

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BL – Nov 2014 – L1 – SB – Q2a – Company Law

List five contents of the Articles of Association of a company.

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BL – Nov 2014 – L1 – SB – Q1b – Company Law

Explain two differences between fixed charge and floating charge on company properties.

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BL – May 2022 – L1 – SB – Q5c – Company Law

State two situations that show netting has occurred in a company.

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BL – Nov 2014 – L1 – SA – Q8 – Company Law

Identifying a situation where a company is not considered insolvent

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BL – Nov 2014 – L1 – SA – Q6 – Company Law

Identifying the consequence for a director breaching fiduciary duty

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BL – Nov 2014 – L1 – SA – Q3 – Company Law

Identifying the correct legal status of a company in law

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BL – Nov 2021 – L1 – SA – Q6 – Company Law

Understanding the role of a court-appointed receiver.

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BL – Nov 2021 – L1 – SA – Q5 – Company Law

Assigning responsibility for preparing financial statements of a company.

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BL – Nov 2021 – L1 – SA – Q4 – Company Law

Conditions for foreign limited liability partnerships operating in Nigeria.

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