ACCA考试F4公司法与商法（Global）真题2010年12月及答案解析.doc

1、ACCA考试 F4公司法与商法（Global）真题 2010年 12月及答案解析(总分：99.99，做题时间：180 分钟)一、ALL TEN questions ar(总题数：10，分数：100.00)(1).(a) With reference to a national constitution explain the principle of the separation of powers. (7 marks) （分数：5.00）_(2).(b) In relation specifically to the United Kingdom constitution explain t

2、he principle of parliamentary sovereignty. (3 marks)（分数：5.00）_1.With specific regard to Article 34 of the UNCITRAL Model Law on International Commercial Arbitration explain the grounds and procedure for setting aside a decision of an arbitration panel. (10 marks)（分数：10.00）_2.Within the context of th

3、e UN Convention on Contracts for the International Sale of Goods, explain the remedies available to the buyer for a breach of contract by the seller. (10 marks)（分数：10.00）_In relation to the issuing of company shares explain: （分数：9.99）(1).(a) pre-emption rights; (3 marks) （分数：3.33）_(2).(b) rights iss

4、ues; (3 marks) （分数：3.33）_(3).(c) bonus issues. (4 marks)（分数：3.33）_In relation to company law: （分数：10.00）(1).(a) state, and explain the purpose of, the various registers that have to be kept by a company. (4 marks) （分数：5.00）_(2).(b) describe what accounting records will have to be produced and mainta

5、ined by a company. (6 marks)（分数：5.00）_3.In relation to company law, explain the duties owed by directors to their companies. (10 marks)（分数：10.00）_In the context of the UNCITRAL model law on international credit transfers: （分数：10.00）(1).(a) define the meaning of sender, originator and payment order.

6、3 marks) （分数：5.00）_(2).(b) explain how the model law addresses the issue of unauthorised payment orders. (7 marks)（分数：5.00）_4.Ab Co is a designer and manufacturer of highly specialist pressure transmitting systems. It required pressure sensors of a more than usual sensitivity for a particular contr

7、act. In search of the necessary components it approached Ba Co, a manufacturer of such equipment. In order to convince Ab Co of the suitability of their product Ba Co arranged for a technological evaluation of their sensors and were delighted when they more than matched the standard and announced th

8、e fact in their trade association journal. Ab Co was also delighted at the results of the tests and ordered the sensors from Ba Co. When Cy read the journal he was also sure that the sensors would be sensitive enough to function on a specialist project he was working on, so he also ordered a batch o

9、f the sensors from Ba Co. Unfortunately when Ab Co incorporated the sensors into its pressure transmitting systems they proved to be not as sensitive as it had been led to believe and caused the failure of the whole system. In fact the sensors were no more sensitive than normal sensors, available at

10、 a much lower price. Cys specialist project also failed because of the lack of sensitivity of the component sensors and he lost a valuable contract as a result. Required: Assuming that the UN Convention on Contracts for the International Sale of Goods applies, advise AB Co and Cy as to any rights an

11、d recourse they may have against Ba Co. (10 marks)（分数：10.00）_Dee and Eff are major shareholders in, and the directors of, the public company, Fan plc. For the year ended 30 April 2009 Fan plcs financial statements showed a loss of $2,000 for the year. For the year ended 30 April 2010 Fan plc made a

12、trading profit of $3,000 and, due to a revaluation, the value of its land and buildings increased by $5,000. As a consequence, Dee and Eff recommended, and the shareholders approved, the payment of $4,000 in dividends. Required: Advise Dee and Eff as to: （分数：10.00）(1).(a) the legality of the dividen

13、d payment; and (6 marks) （分数：5.00）_(2).(b) any potential liability in regard to the dividend payment. (4 marks)（分数：5.00）_5.Geo, Ho and Io formed a partnership three years ago to run a business. They each provided capital to establish the business as follows: Geo $20,000; Ho $12,000; and Io $8,000. T

14、he partnership agreement stated that all profits and losses were to be divided in proportion to the capital contribution. After 18 months Geo provided the partnership with a loan of $3,000 in order to finance the purchase of more inventory. The loan was to be paid back from the profits of the busine

15、ss. Unfortunately the business was not successful and the partners decided to dissolve the partnership rather than risk running up any more losses. At the time of the dissolution of the partnership its assets were worth $20,000. Its external debts were $7,000 and none of the debt to Geo has ever bee

16、n paid. Required: Advise the partners as to how the financial aspects of the dissolution will be conducted and how the assets will be distributed. (10 marks)（分数：10.00）_ACCA考试 F4公司法与商法（Global）真题 2010年 12月答案解析(总分：99.99，做题时间：180 分钟)一、ALL TEN questions ar(总题数：10，分数：100.00)(1).(a) With reference to a nat

17、ional constitution explain the principle of the separation of powers. (7 marks) （分数：5.00）_正确答案：( )解析：(2).(b) In relation specifically to the United Kingdom constitution explain the principle of parliamentary sovereignty. (3 marks)（分数：5.00）_正确答案：( )解析：1.With specific regard to Article 34 of the UNCIT

18、RAL Model Law on International Commercial Arbitration explain the grounds and procedure for setting aside a decision of an arbitration panel. (10 marks)（分数：10.00）_正确答案：( )解析：2.Within the context of the UN Convention on Contracts for the International Sale of Goods, explain the remedies available to

19、the buyer for a breach of contract by the seller. (10 marks)（分数：10.00）_正确答案：( )解析：In relation to the issuing of company shares explain: （分数：9.99）(1).(a) pre-emption rights; (3 marks) （分数：3.33）_正确答案：( )解析：(2).(b) rights issues; (3 marks) （分数：3.33）_正确答案：( )解析：(3).(c) bonus issues. (4 marks)（分数：3.33）_正

20、确答案：( )解析：In relation to company law: （分数：10.00）(1).(a) state, and explain the purpose of, the various registers that have to be kept by a company. (4 marks) （分数：5.00）_正确答案：( )解析：(2).(b) describe what accounting records will have to be produced and maintained by a company. (6 marks)（分数：5.00）_正确答案：(

21、)解析：3.In relation to company law, explain the duties owed by directors to their companies. (10 marks)（分数：10.00）_正确答案：( )解析：In the context of the UNCITRAL model law on international credit transfers: （分数：10.00）(1).(a) define the meaning of sender, originator and payment order. (3 marks) （分数：5.00）_正确答

22、案：( )解析：(2).(b) explain how the model law addresses the issue of unauthorised payment orders. (7 marks)（分数：5.00）_正确答案：( )解析：4.Ab Co is a designer and manufacturer of highly specialist pressure transmitting systems. It required pressure sensors of a more than usual sensitivity for a particular contra

23、ct. In search of the necessary components it approached Ba Co, a manufacturer of such equipment. In order to convince Ab Co of the suitability of their product Ba Co arranged for a technological evaluation of their sensors and were delighted when they more than matched the standard and announced the

24、 fact in their trade association journal. Ab Co was also delighted at the results of the tests and ordered the sensors from Ba Co. When Cy read the journal he was also sure that the sensors would be sensitive enough to function on a specialist project he was working on, so he also ordered a batch of

25、 the sensors from Ba Co. Unfortunately when Ab Co incorporated the sensors into its pressure transmitting systems they proved to be not as sensitive as it had been led to believe and caused the failure of the whole system. In fact the sensors were no more sensitive than normal sensors, available at

26、a much lower price. Cys specialist project also failed because of the lack of sensitivity of the component sensors and he lost a valuable contract as a result. Required: Assuming that the UN Convention on Contracts for the International Sale of Goods applies, advise AB Co and Cy as to any rights and

27、 recourse they may have against Ba Co. (10 marks)（分数：10.00）_正确答案：( )解析：Dee and Eff are major shareholders in, and the directors of, the public company, Fan plc. For the year ended 30 April 2009 Fan plcs financial statements showed a loss of $2,000 for the year. For the year ended 30 April 2010 Fan p

28、lc made a trading profit of $3,000 and, due to a revaluation, the value of its land and buildings increased by $5,000. As a consequence, Dee and Eff recommended, and the shareholders approved, the payment of $4,000 in dividends. Required: Advise Dee and Eff as to: （分数：10.00）(1).(a) the legality of t

29、he dividend payment; and (6 marks) （分数：5.00）_正确答案：( )解析：(2).(b) any potential liability in regard to the dividend payment. (4 marks)（分数：5.00）_正确答案：( )解析：5.Geo, Ho and Io formed a partnership three years ago to run a business. They each provided capital to establish the business as follows: Geo $20,0

30、00; Ho $12,000; and Io $8,000. The partnership agreement stated that all profits and losses were to be divided in proportion to the capital contribution. After 18 months Geo provided the partnership with a loan of $3,000 in order to finance the purchase of more inventory. The loan was to be paid bac

31、k from the profits of the business. Unfortunately the business was not successful and the partners decided to dissolve the partnership rather than risk running up any more losses. At the time of the dissolution of the partnership its assets were worth $20,000. Its external debts were $7,000 and none of the debt to Geo has ever been paid. Required: Advise the partners as to how the financial aspects of the dissolution will be conducted and how the assets will be distributed. (10 marks)（分数：10.00）_正确答案：( )解析：