ACCA考试F4公司法与商法（English）真题2008年6月及答案解析.doc

1、ACCA 考试 F4 公司法与商法（English）真题 2008 年 6 月及答案解析(总分：99.98，做题时间：180 分钟)一、ALL TEN questions ar(总题数：1，分数：0.00)In relation to the English legal system explain the following sources of law: （分数：10.00）(1).(a) Common law; (6 marks) （分数：5.00）_(2).(b) Legislation. (4 marks)（分数：5.00）_In relation to contract law e

2、xplain the meaning and effect of: （分数：10.00）(1).(a) an offer; (4 marks) （分数：5.00）_(2).(b) an invitation to treat. (6 marks)（分数：5.00）_1.In relation to the tort of negligence explain the standard of care owed by one person to another. (10 marks)（分数：10.00）_In the context of company law explain: （分数：10.

3、00）(1).(a) the doctrine of separate personality and its consequences; (6 marks) （分数：5.00）_(2).(b) the circumstances under which separate personality will be ignored. (4 marks)（分数：5.00）_In relation to company law explain the meaning of the following: （分数：9.99）(1).(a) ordinary shares. (3 marks) （分数：3.

4、33）_(2).(b) preference shares. (3 marks) （分数：3.33）_(3).(c) debentures. (4 marks)（分数：3.33）_In relation to company law distinguish between: （分数：9.99）(1).(a) executive directors; (4 marks) （分数：3.33）_(2).(b) non-executive directors; (3 marks) （分数：3.33）_(3).(c) shadow directors. (3 marks)（分数：3.33）_In rel

5、ation to employment law: （分数：10.00）(1).(a) Explain why it is important to distinguish between contracts of service and contracts for services. (4 marks) （分数：5.00）_(2).(b) State how the courts decide whether someone is an employee or is self-employed. (6 marks)（分数：5.00）_Astride entered into a contrac

6、t with Bild Ltd to construct a wall around the garden of a house she had just purchased. The wall was to be three metres high to block out a view of a rubbish tip. The wall was due to be finished in May and Astride entered into another contract with Chris to landscape the garden starting on 1 June.

7、Bild Ltd finished the wall on 25 May. However when Astride came to examine it for the first time she found that it was only 250 metres high and that the rubbish tip was still visible from the top of her garden. On 1 June, Chris informed Astride that he was too busy to landscape her garden and that s

8、he would have to get someone else to do it. The only person available, however, will charge Astride 500 more than Chris had agreed for doing the work. Required: Analyse the scenario from the perspective of the law of contract, advising Astride: （分数：10.00）(1).(a) Whether she can require Bild Ltd to r

9、econstruct the garden wall in order to make it the agreed height, and if not, what alternative action is available to her. (5 marks) （分数：5.00）_(2).(b) Whether she can require Chris to undertake the work on the garden, and if not, what alternative action is available to her. (5 marks)（分数：5.00）_2.Clar

10、e, Dan and Eve formed a partnership 10 years ago, although Clare was a sleeping partner and never had anything to do with running the business. Last year Dan retired from the partnership. Eve has subsequently entered into two large contracts. The first one was with a longstanding customer Greg, who

11、had dealt with the partnership for some five years. The second contract was with a new customer Hugh. Both believed that Dan was still a partner in the business. Both contracts have gone badly wrong leaving the partnership owing 50,000 to both Greg and Hugh. Unfortunately the business assets will on

12、ly cover the first 50,000 of the debt. Required: Explain the potential liabilities of Clare, Dan, and Eve for the partnership debts. (10 marks)（分数：10.00）_Sid is a director of two listed public companies in which he has substantial shareholdings: Trend plc and Umber plc. The annual reports of both Tr

13、end plc and Umber plc have just been drawn up although not yet disclosed. They show that Trend plc has made a surprisingly big loss and that Umber plc has made an equally surprising big profit. On the basis of this information Sid sold his shares in Trend plc and bought shares in Umber plc. He also

14、advised his brother to buy shares in Umber plc. Vic who is also a shareholder in both companies sold a significant number of shares in Umber plc only the day before its annual report was published. Required: （分数：10.00）(1).(a) Analyse the above scenario from the perspective of the law relating to ins

15、ider dealing; (8 marks) （分数：5.00）_(2).(b) In particular advise Vic as to his position. (2 marks)（分数：5.00）_ACCA 考试 F4 公司法与商法（English）真题 2008 年 6 月答案解析(总分：99.98，做题时间：180 分钟)一、ALL TEN questions ar(总题数：1，分数：0.00)In relation to the English legal system explain the following sources of law: （分数：10.00）(1).

16、(a) Common law; (6 marks) （分数：5.00）_正确答案：( )解析：(2).(b) Legislation. (4 marks)（分数：5.00）_正确答案：( )解析：In relation to contract law explain the meaning and effect of: （分数：10.00）(1).(a) an offer; (4 marks) （分数：5.00）_正确答案：( )解析：(2).(b) an invitation to treat. (6 marks)（分数：5.00）_正确答案：( )解析：1.In relation to t

17、he tort of negligence explain the standard of care owed by one person to another. (10 marks)（分数：10.00）_正确答案：( )解析：In the context of company law explain: （分数：10.00）(1).(a) the doctrine of separate personality and its consequences; (6 marks) （分数：5.00）_正确答案：( )解析：(2).(b) the circumstances under which s

18、eparate personality will be ignored. (4 marks)（分数：5.00）_正确答案：( )解析：In relation to company law explain the meaning of the following: （分数：9.99）(1).(a) ordinary shares. (3 marks) （分数：3.33）_正确答案：( )解析：(2).(b) preference shares. (3 marks) （分数：3.33）_正确答案：( )解析：(3).(c) debentures. (4 marks)（分数：3.33）_正确答案：(

19、 )解析：In relation to company law distinguish between: （分数：9.99）(1).(a) executive directors; (4 marks) （分数：3.33）_正确答案：( )解析：(2).(b) non-executive directors; (3 marks) （分数：3.33）_正确答案：( )解析：(3).(c) shadow directors. (3 marks)（分数：3.33）_正确答案：( )解析：In relation to employment law: （分数：10.00）(1).(a) Explain w

20、hy it is important to distinguish between contracts of service and contracts for services. (4 marks) （分数：5.00）_正确答案：( )解析：(2).(b) State how the courts decide whether someone is an employee or is self-employed. (6 marks)（分数：5.00）_正确答案：( )解析：Astride entered into a contract with Bild Ltd to construct a

21、 wall around the garden of a house she had just purchased. The wall was to be three metres high to block out a view of a rubbish tip. The wall was due to be finished in May and Astride entered into another contract with Chris to landscape the garden starting on 1 June. Bild Ltd finished the wall on

22、25 May. However when Astride came to examine it for the first time she found that it was only 250 metres high and that the rubbish tip was still visible from the top of her garden. On 1 June, Chris informed Astride that he was too busy to landscape her garden and that she would have to get someone e

23、lse to do it. The only person available, however, will charge Astride 500 more than Chris had agreed for doing the work. Required: Analyse the scenario from the perspective of the law of contract, advising Astride: （分数：10.00）(1).(a) Whether she can require Bild Ltd to reconstruct the garden wall in

24、order to make it the agreed height, and if not, what alternative action is available to her. (5 marks) （分数：5.00）_正确答案：( )解析：(2).(b) Whether she can require Chris to undertake the work on the garden, and if not, what alternative action is available to her. (5 marks)（分数：5.00）_正确答案：( )解析：2.Clare, Dan a

25、nd Eve formed a partnership 10 years ago, although Clare was a sleeping partner and never had anything to do with running the business. Last year Dan retired from the partnership. Eve has subsequently entered into two large contracts. The first one was with a longstanding customer Greg, who had deal

26、t with the partnership for some five years. The second contract was with a new customer Hugh. Both believed that Dan was still a partner in the business. Both contracts have gone badly wrong leaving the partnership owing 50,000 to both Greg and Hugh. Unfortunately the business assets will only cover

27、 the first 50,000 of the debt. Required: Explain the potential liabilities of Clare, Dan, and Eve for the partnership debts. (10 marks)（分数：10.00）_正确答案：( )解析：Sid is a director of two listed public companies in which he has substantial shareholdings: Trend plc and Umber plc. The annual reports of both

28、 Trend plc and Umber plc have just been drawn up although not yet disclosed. They show that Trend plc has made a surprisingly big loss and that Umber plc has made an equally surprising big profit. On the basis of this information Sid sold his shares in Trend plc and bought shares in Umber plc. He al

29、so advised his brother to buy shares in Umber plc. Vic who is also a shareholder in both companies sold a significant number of shares in Umber plc only the day before its annual report was published. Required: （分数：10.00）(1).(a) Analyse the above scenario from the perspective of the law relating to insider dealing; (8 marks) （分数：5.00）_正确答案：( )解析：(2).(b) In particular advise Vic as to his position. (2 marks)（分数：5.00）_正确答案：( )解析：