Hnd 商法考试答案(自己整理的)
SQA——HND——商法导论——outcome1答案
SQA——HND——商法导论——outcome1答案2. Crime is an act which include social harmfulness, criminal richtswitrig and should be punitive. It threatens and damages the public interests, violates criminal law. And it should be punished by criminal law.3. shoplifting, murder, rape,fire-raising,fraud4. contractual disputes,succession disputes,trusts,personal injury claims,family law disputes5. EU law, Common law, statute law6. First, European Union is an organization which include 27 member states. Second, the 27 member states must abide by EU l aw. Third, EU law is prevailed over member’s law. When EU law and UK law form conflict, it must use the EU law.7. In 1972, UK joined the EU. And UK published the European Communities Act. When EU law and UK law form conflict, UK must use the EU law, If UK out of EU, it can not use the EU law.8. The European commission’s function is proposed law fora lawsuit. The council of ministers isa legislature. Its role is to pass the law and to represent the EU and other countries signed an agreement. European parliament’s role is to realize the EU law with the council of ministers. European court of Justice’s role is to interpret the EU law.9. Judicial precedents is a judge to create the legal process. When the judge found no judgment relevant laws and the judge had to create a new law. And the law need be created by High Court. It must be abide by each court in the future. The inferior court to abide by a superior couet to create laws. The superior court to abide by its own create laws. Example: Donoghue VStevenson 1932 SC(HL) 3110. Statutes is law enacted by the parliament.There are UK parliament law and Scottish parliament law in UK. At first some laws are made by UK parliament and only for Scotland. Later, Scotland gets the rights to make its own law in some areas.11. Between 1707 and 1998, there is not Scottish parliament in UK. Only the UK parliament directly for Scotland to make law. From 1998, the UK parliament authorized the rights to make laws for Scotland. So the law was draw up by UK parliament called primary law. The law was draw up by Scottish parliament called secondary laws.12. 1998 Scotland Act , 1975 The Licensing Act , 1976 The Divorce Act , 1979 Sale of goods Act , 1996 Emloyment rights Act .。
HND商法1答案
1 List the main sources of modern Scot law 列出了现代苏格兰人的主要来源的律法The main sources of modern Scots Law are statute law, European Union law and common law.现代苏格兰法律的主要来源是成文法，欧盟法律和普通法2 A what's meant by the Doctrine of judicial Precedent ? 什么是指司法判例学说The judgement 判断made by a superior court高级法庭is the foundation of inferior court下级法院to judge a similar case .If a new statute comes out, the court should take the new statute as foundation. With the improvement of legislation, statue would become more and more, but juridical precedents will be decrease.审判由高级法院的基础是劣质的法院来判断一个类似的情况。
如果一项新的法令来,法院应当采取新的法令为基础。
随着改善立法、雕像将成为越来越多,但司法判例将减少。
3 A which's the superior legislation body? The westminster parliament or the scottish parliament?The westminster parliament is the superior legislation body.B explain your choice of answer in part AThe UK Parliament议会is the superior legislative body. The Scottish Parliament is not a completely 完全independent独立的legislative body and its power to make laws come from the UK parliament. The Scottish parliament is a inferior低劣body, and any legislative efficacy功效is a secondary legislation. The UK parliament can disband 解散the Scottish Parliament or overrule否决the acts of Scottish Parliament by only one act. 英国议会是更好的立法机构。
hnd_商法outcome1考试_答案
1 S ources of modern Scots Law.Statute law, common law and European Union law2 How do you describe the doctrine of judicial precedent? Examples of judicial precedent.It means that a judge can make law when there aren't legislation or precedents for him to use to deal with the case in his hand. In doing so, the judge or judges listen to arguments of all parties to decide which view of law is right. This case is called test case. They make their decision and then future judges should follow the reasoning in the test case . Not all the judges have the authority to make precedents. Junior judges usually can not do this. Ruling made by superior court must be followed by lower court.3 Which is more powerful: the Westminster Parliament or the Scottish Parliament? Why?The Westminster Parliament is superior. On the one hand, Scottish Parliament passes laws within the power conferred by the Westminster. On the other hand, the Westminster can abolish Scottish Parliament by passing an act.4 What is a statute?A statute is where a legislation is written down. A legislation made by parliament is called Act of Parliament, and also known as a statute.5 Name five Acts of Parliament.The licensing (Scotland) act 1975The divorce (Scotland) act 1976Abolition of poundings and warrant sales act 2001Dog fouling (Scotland) act 2003The health and safety at work act 1974Sale of goods act 1979Employment rights act 1996Protection of children (Scotland) act 20036 What are the main differences between civil and criminal law in Scotland? Criminal law is to maintain law and order by punishing criminals. The punishments includes imprisonment and fine and so on.Civil law is to resolve legal disputes between individuals such as divorce, personal injury, contractual disputes, sale of goods, etc.Criminal and civil cases are dealt with by different courts, who use different proof rules and follow different procedure.7 What is a crime? (You should list four examples of criminal behaviour)A crime is a kind of behaviour which threatens or destroys social security and should be punished by the state.Murder, rape, treason, theft, manslaughter, robbery, bribery, fraud, etc.8 E xamples of a civil dispute.Contractual disputes, employment disputes, debt recovery, divorce, personal injury, land diputes9 If any conflicts between Scots and European Union Law, which one should the Scottish Courts follow? Why?European Union law.The UK is now a member of the EU. In order to enjoy the benefit as a member, the UK must obey the EU law. The UK has passed an act to confirm its membership and accepted that the EU law shall be superior to its domestic law.10 List the four most important institutions of the European Union and Which of them has law-making powers?1 The Council of Ministers.2 The European Parliament.3 The European Court of Justice.4 The European Commission.The Council of Ministers and the European Parliament has law-making powers.1 Examples of The European Union can make legal rules.Regulations, Directives, Decisions, Recommendations and Opinions2 “the primacy of European Union Law”?It means that when there is a conflict between EU law and Scots law, a Scottish court implements the EU law instead of Scots law.4 What is …legislation‟?Legislation refers to laws passed by the parliaments. These laws are Acts of Parliament. Besides, there is delegated legislation, which is made by bodies lower than the parliaments and authorized by the parliaments.5 Which of the two legislative bodies is more important?The Westminster Parliament is more important than The Scottish Parliament.6 What does the XXX (Scotland) Act mean?It means that this legislation is made by Scottish Parliament and applys to Scotland only.8 What is the burden of proof in a criminal trial which a prosecutor mustachieve in order to convict the accused?The prosecutor must clearly prove the accused is guilty beyond any reasonable doubt.9 What is …common law‟?Common law is an important part of the unwritten law of Scotland. It includes judicial precedents, custom, equity and institutional writings.1现代苏格兰法律的来源。
商法考试题和答案
商法考试题和答案一、单项选择题（每题2分，共20分）1. 根据《公司法》的规定，下列哪项不是有限责任公司股东会的职权？A. 决定公司的经营方针和投资计划B. 选举和更换董事、监事C. 决定公司的合并、分立、解散D. 决定公司的利润分配方案答案：D2. 股份有限公司的设立方式包括发起设立和募集设立，以下哪项不是发起设立的特点？A. 发起人认购全部股份B. 发起人对公司设立失败负连带责任C. 发起人对公司设立成功负有限责任D. 发起人对公司设立失败负有限责任答案：D3. 根据《合伙企业法》的规定，普通合伙企业的合伙人对合伙企业的债务承担什么责任？A. 有限责任B. 无限责任C. 连带责任D. 按份责任答案：C4. 根据《证券法》的规定，下列哪项不是上市公司信息披露的义务？A. 定期报告B. 临时报告C. 内幕信息披露D. 财务报告答案：C5. 根据《破产法》的规定，下列哪项不是破产债权人的权利？A. 参加债权人会议B. 提出破产申请C. 参与破产财产的分配D. 决定债务人的经营方针答案：D6. 根据《合同法》的规定，下列哪项不是合同无效的情形？A. 以欺诈、胁迫手段订立的合同B. 恶意串通，损害国家利益的合同C. 违反法律、行政法规的强制性规定的合同D. 合同当事人意思表示不真实的合同答案：D7. 根据《票据法》的规定，下列哪项不是票据的法定记载事项？A. 无条件支付的委托B. 确定的金额C. 付款人名称D. 出票人签名答案：D8. 根据《保险法》的规定，下列哪项不是保险合同中保险人的责任免除情形？A. 投保人故意制造保险事故B. 被保险人故意犯罪C. 被保险人自杀D. 被保险人因疾病死亡答案：D9. 根据《海商法》的规定，下列哪项不是船舶优先权的特点？A. 优先于其他债权B. 优先于船舶抵押权C. 优先于船舶留置权D. 优先于船舶所有权答案：D10. 根据《反垄断法》的规定，下列哪项不是垄断行为？A. 经营者达成垄断协议B. 经营者滥用市场支配地位C. 经营者限制竞争的经营者集中D. 经营者之间的正常竞争答案：D二、多项选择题（每题3分，共30分）11. 根据《公司法》的规定，下列哪些情形下，有限责任公司的股东可以请求公司按照合理的价格收购其股权？A. 公司连续五年不向股东分配利润，而公司该五年连续盈利B. 公司合并、分立、转让主要财产C. 公司章程规定的营业期限届满或者章程规定的其他解散事由出现D. 股东会决议修改公司章程使该股东不再担任董事答案：A, B, C12. 根据《合伙企业法》的规定，下列哪些情形下，合伙人可以退伙？A. 合伙协议约定的退伙事由出现B. 经全体合伙人一致同意C. 发生合伙人难以继续参加合伙的事由D. 合伙人死亡或者被宣告死亡答案：A, C, D13. 根据《证券法》的规定，下列哪些信息属于内幕信息？A. 公司董事、监事、高级管理人员的行为可能对公司财务状况产生重大影响B. 公司重大投资行为和重大的购置财产的决定C. 公司营业用主要资产的抵押、出售或者报废一次超过该资产的30%D. 公司债务担保的重大变更答案：A, B, C, D14. 根据《破产法》的规定，下列哪些财产属于破产财产？A. 破产申请受理时属于债务人的全部财产B. 破产申请受理后至破产程序终结前债务人取得的财产C. 破产申请受理后至破产程序终结前债务人放弃的财产D. 破产申请受理后至破产程序终结前债务人取得的他人赠与的财产答案：A, B, C15. 根据《合同法》的规定，下列哪些情形下，合同可以变更或者解除？A. 因不可抗力致使不能实现合同目的B. 在履行期限届满之前，当事人一方明确表示或者以自己的行为表明不履行主要债务C. 当事人一方迟延履行主要债务，经催告后在合理期限内仍未履行D. 法律规定的其他情形答案：A, B, C, D16. 根据《票据法》的规定，下列哪些行为属于票据欺诈行为？A. 伪造、变造票据B. 故意使用伪造、变造的票据C. 签发空头支票D. 签发无资金保证的汇票答案：A, B, C, D17. 根据《保险法》的规定，下列哪些情形下，保险合同无效？A. 投保人对保险标的没有保险利益B. 投保人故意隐瞒事实，不履行如实告知义务C. 保险合同违反法律、行政法规的强制性规定D. 保险合同违反公序良俗答案：A, B, C, D18. 根据《海商法》的规定，下列哪些情形下，船舶优先权消灭？A. 优先权自产生之日起满一年不行使B. 船舶转让C. 船舶灭失D. 债务人清偿债务答案：A, C, D19. 根据《反垄断法》的规定，下列哪些行为属于滥用市场支配地位？A. 以不公平的高价销售商品B. 以低于成本的价格销售商品C. 无正当理由，限定交易相对人只能与其进行交易D. 无正当理由搭售商品答案：A, C, D20. 根据《反不正当竞争法》的规定，下列哪些行为属于不正当竞争行为？A. 假冒他人的注册商标B. 擅自使用知名商品特有的名称、包装、装潢C. 虚假宣传D. 商业贿赂答案：A, B, C, D三、案例分析题（每题10分，共20分）案例一：甲公司与乙公司签订了一份买卖合同，约定甲公司向乙公司出售一批货物，乙公司在收到货物后30日内支付货款。
商法考试题及答案
商法考试题及答案一、单项选择题（每题2分，共20分）1. 根据《公司法》，公司注册资本的最低限额是多少？A. 10万元B. 30万元C. 50万元D. 100万元答案：C2. 股份有限公司的股东大会每年至少召开几次？A. 一次B. 两次C. 三次D. 四次答案：A3. 有限责任公司的股东转让股权时，其他股东是否享有优先购买权？A. 是B. 否C. 视情况而定D. 无此规定答案：A4. 公司合并时，合并各方的债权债务如何处理？A. 由合并后的公司承担B. 由合并前的公司分别承担C. 由合并各方协商处理D. 由法院判决处理5. 公司对外提供担保时，是否需要董事会或股东会的决议？A. 必须B. 不必C. 视情况而定D. 无此规定答案：A6. 公司董事、高级管理人员不得有哪些行为？A. 侵占公司财产B. 挪用公司资金C. 接受贿赂D. 以上都是答案：D7. 公司破产时，哪些债权人享有优先受偿权？A. 职工工资B. 社会保险费C. 税款D. 以上都是答案：D8. 公司发行股票时，股票面值不得低于多少？A. 1元B. 5元C. 10元D. 50元答案：A9. 公司设立时，发起人需要缴纳的出资比例是多少？B. 30%C. 50%D. 100%答案：B10. 公司章程修改时，需要经过哪些程序？A. 董事会提议B. 股东会决议C. 工商变更登记D. 以上都是答案：D二、多项选择题（每题3分，共15分）1. 公司设立时，发起人需要履行哪些义务？A. 缴纳出资B. 制定公司章程C. 选举董事会和监事会D. 办理公司登记答案：ABCD2. 公司合并时，需要履行哪些程序？A. 董事会决议B. 股东会决议C. 债权人同意D. 工商变更登记答案：ABCD3. 公司解散时，需要进行哪些清算工作？A. 清偿债务B. 分配剩余财产C. 办理注销登记D. 公告解散答案：ABCD4. 公司对外投资时，需要遵守哪些规定？A. 遵守公司章程B. 经过董事会或股东会决议C. 不得损害公司利益D. 不得违反法律法规答案：ABCD5. 公司董事、高级管理人员不得从事哪些行为？A. 侵占公司财产B. 挪用公司资金C. 接受贿赂D. 泄露公司商业秘密答案：ABCD三、判断题（每题1分，共10分）1. 公司注册资本可以分期缴纳。
HND商法outcome1问题及答案
1.现代苏格兰法的渊源Source Of Scotland Law1.Statute 成文法2.EU Law 欧盟法mon Law 普通法2.民法与刑法的区别The main differences between civil and criminal law are:a.Criminal law is primarily used by the State as a means of maintaining law and order by punishing certain individuals who indulge in behaviour which is regarded as criminal and anti-social. The State uses the criminal law, therefore, to punish criminals on behalf of the community or society.b.The civil justice system, in contrast with criminal law, aims to resolve legal disputes between private individuals in areas as wide-ranging as family law, company law, partnership law, banking and finance law, sale of goods and services, consumer law, personal injury claims, trusts, defamation actions, succession issues and divorce (消费者保护法，个人伤害索赔，信托，诽谤行动，继承问题和离婚).c.Different courts, standards of proof and procedures existdepending on whether we are talking about criminal action or a civil dispute. (we will discuss this more in later chapters)3.成文法的定义Acts of parliament are often referred to as legislation or statute law. the westminster parliament alone made laws for scotland until the creation of the scottish parliament,however,westminster has given the scottish parliament authority in many different areas of policy to make statute law.4.苏格兰议会与英国议会Which the Westminster Parliament or the Scottish Parliament , is the superior legislative body?(a)The westminster（维特敏斯特——伦敦市的一个行政区英国议会所在地）parliament(b)1.After(the Act Of union in)1707,the new scottish parliament is not completely/totally/fully independent（独立的）(body/organization).2.It's westminster parliament that gave scottish parliament.3.Scotland can only make secondary legislation（法规法令）/can not make primary legislation.4.Scotland parliament can abolish（废止）.5.欧盟立法机关European Union Legislation(what are the four most important institutions of the European Union and which of the European Union institutions has law-making powers?)(a)四个机构1.The Commission European: A Supervision（监督）Role2.The Council of Ministers (部长理事会决策性的)3.The European Parliament(建议性的)4.The European Court of Justice (执法)(b)哪个机构有权利制定法律1.the council of ministers and the european parliament have the power/authority to make law/advisory.2.The EU commission can not make law.3.The court enforces EU Law.法院实施欧盟法6.The primary of European Union Law Assuming three exists a conflict between scots and European Union law , which one of the two legal systems are the Scottish courts bound to follow? Why?(a) 如果Scotland law与EU Law发生冲突应该遵守？The Scottish corts would have to obey/observe the European Law.(b) Why?1.the EU Union have 27 member state,every state must to obey the EU Union's regulation.2.3. Scotland is a part member of the EU Union,so It must obey the EU Law,if UK decided get out of the EU Union,Scotland will not obey the EU Law.7. 6个民事纠纷例子Civil disputes Employment law disputes e.g. unfair or wrongful dismissal claims劳动法纠纷，如不公平的或者错误的解聘纠纷Family law disputes (custody or adoption of children)家庭法纠纷（孩子的监护或收养问题）Divorce or separation actions离婚或分居诉讼Debt recovery actions债务清偿纠纷Defamation of character人格诽谤纠纷Land disputes土地纠纷Winding up of a corporate body公司解体纠纷Succession disputes (wills)继承/遗嘱纠纷Personal injury claims人身伤害纠纷Contractual disputes合同关系纠纷8. 5个苏格兰使用的法律Sale of goods act 1979Employment right act 1996Human right act 1998Protection of children（scotland）act 2003The healthy and safety at work act 1974Abolition of feudal tenure （scotland）act 2000The licensing （scotland）act 19769.什么是犯罪What is a crime?A crime is behaviour which is regarded as so reprehensible (应受谴责) and which, consequently, threatens or undermines thesecurity of society. Criminal behaviour ought to be punished by the State by the imposition of a prison sentence and /or fine or other sanction (制裁) on the person who is convicted of a crime.举例（5个）：Examples of criminal conduct include murder, rape, assault, fire-raising, theft and fraud (欺诈行为).10.司法先例Judicial Precedent定义Judicial Precedent (司法先例)Judicial Precedent also known as Stare Decisis (遵循先例).If a legal dispute or any other legal situation occurs and there is no provision in any Act of Parliament of any piece of delegated legislation to cover it, the judge dealing with the dispute must make a decision which he/she sees as fair and just.In such a situation therefore, the judge is actually making the law—he/she is creating a precedent—and their decision will be followed in the future by other judges in similar cases. However, if legislation is passed later which is contrary to the judicial decision, then the legislation that is passed later will overrule it.原则For precedent to be applied the following must be shownThat the cases are “in point”—This means that the case beingheard in court must be dealing with the same question of law as the case being heard in court as the case that is being used as a precedent.That the original decision was made in a higher court: the Court of Session and Sheriff Court Judges must follow a House of Lords decision.There is no legislation to cover this point. At the time of this case, there was no legislation to cover such a situation and so the judges had used their sense of fairness to reach a decision.举例Donoghue V Stevenson 1932 SC（HL）31Daniels V White （1938）Grant V Australian Knitting Mills（1936）。
hnd商法导论outcome2案例+答案
H N D商法导论O u t c o m e2案例+答案(总5页)--本页仅作为文档封面，使用时请直接删除即可----内页可以根据需求调整合适字体及大小--Case study 1￡500. He entersSamir sees a set of golf clubs displayed in a shop window forthe shop and states he will take the clubs. The shopkeeper however says theclubs are no longer for sale. Samir is demanding that he be sold the clubs and at the price displayed.Identify the essential requirements of a contract and discuss whether a contract exists here.A contract is an agreement between parties having the capacity to make it, inthe form demanded by the law, to perform, on one side or both, acts which arenot trifling, indeterminate, impossible or illegal, creating an obligation enforceable in a court of law. A valid contract has three essential features: there must be a agreement on all material aspects; at least two contracting parties and legal obligations.A contract consists of an offer and an acceptance. If there is no offer in the first place then there can be no contract. The basic elements of a contract include an offer and an acceptance.￡500.In the case Samir sees a set of golf clubs displayed in a shop window forHe enters the shop and states he will take the clubs. But shopkeeper says theclubs are no longer for sale. Samir is demanding that he be sold the clubs and at the price displayed.According to this case we can say that these is not exist a contract. In the case that a set of golf clubs are exhibited in a shop window, thus it is not an offer. Because the goods displayed in a shop window as a invitation to treat, we can know that goods displayed in a shop window (even when priced) are classed asa willingness to negotiate on the shops part. Invitations to treat also is considered to inquiry the price of goods, means a party to invite the otherperson to make offers. Different an offer, a willingness to negotiate only as prepared to make a contract of behavior on the issue who is not legally binding. The customer will make the offer to buy the goods which the shop are perfectly within their rights to refuse. The invitations to treat are not legally classed as offers and therefore cannot be accepted.Before the party who gave off the invitations to treat could not accept the other people’s offers they can revocation, and then the contract is not build. When Samir asked to buy the golf clubs the shopkeeper refused hin, and there was no acceptance. So when the shopkeeper refused Samir which is a set of golf clubsare not the good for sale, it just be used as ornament, and attracted the consumers interested. So an offer in this case is not found, either nor contract consists of an offer and an acceptance, we can know that there is on offer and there is on contract.Case study 2Tom is the top salesman for ABC Motors. He has been offered a job by a rival company but is concerned because there is a clause in his contract whichprevents him from working for any other car company for five years.Tom is the top salesman because he regularly tells potential customers whatthey like to hear rather than the facts. He has done this in relation to ages of vehicles, odometer readings and vehicle service histories.Tom recently completed a deal to buy a vintage sports car for ABC Motors from now discover that Barry (not his real name) had stolen the vehicle.Question 1What is a restrictive covenant Advise Tom as to the legality of the clause in his contract.You can refer to Bluebell Apparel Ltd v Dickinson (1980) on page 146Question 2How would you classify Tom’s statements to the customers and what are thepossible consequences for Tom and ABC motors in relation to these statementsYou can refer to Smith v Sim(1954) on page 161Question 3What is the legal position with regard to the vehicle which Tom has purchased from BarryYou can refer to Morrison v Robertson(1908) on page 1531 Restrictive covenant is a agreement which restrict the party liberty to work and trade. Such contracts are VOID unless the restriction can be shown to be reasonable to both parties involved and to the general public. There are three types of restrictive covenants: contracts between employer and employee,‘solus’ agreements.contracts between sellers and purchaser of a business andFor all three types, the party attempting to enforce the agreement must provethat it is reasonable to both parties concerned and to the general public. If they are unable to do this then the contract will be considered void and unenforceable. (from the text bookP142-142) This contract are legality, and the restriction was fair in this contract. Because the relationship of Tom and ABC motor is employer and employee, when enter employment and employee mayagree to some restriction being placed on his future employment or trade. Later the employee may feel the restriction is unfair and therefore he may break it. In such circumstances it would be up to the employer take him to court and seekan ‘interdict’ forbidding the employee to break the agreement. They willconsider the factor the nature of the job the employee was doing(from the text book P142). If Tom worked for any other company within the validity period ofthe contract that he would be in a position to harm his ex employers.2 The 4 main causes of error are: innocent misrepresentation, fraudulent misrepresentation,’s statements to customersnegligent misrepresentation and concealment of facts. And Tomclassify fraudulent misrepresentation,A false and material statement which induces a partyhe regularly tells potentialto enter into a contract this is misrepresentation. Becausecustomers what they like to hear rather than the facts and him without caring whether it is true or false.Fraudulent misrepresentation can lead a contract being madevoid if it involved these points,first is fraudulent misrepresentation causes error in the substantials. Second is the other party relied on the misrepresentation and it was a major influence on them entering the contract, third is the other party can offer restitutio in integrum. So the contracts between Tom and customers is void, he relied on the misrepresentation and it was a major influence on them entering the contract, thus customers can acquire compensation. Or cancel the contract or both of them.3 Tom brought a car from Barry,but Tom discovered that Barry had stolen the vehicle. And in this contract has a error which made the contract void, the Barry stolen the car but Tom did not know before him brought, so he can not get the car’s ownership. An error concerning the identity of the parties. Barry stolen the car so he haven’t ownership of this car and sold car, therefore, he can not give’ ownership actually. And in this ownership to Tom, and Tom does not get the carcase Tom can only lodge a claim to Barry.Case study 3渴望Martina recently attended an auction for the first time. She was very keen(（开始） she got的) on a particular painting and when the bidding commencedso carried away that she bid much more than she intended. Martina won theauction but with fees（费用） and commissions（佣金） added on to the price,she cannot pay the full amount for the painting.Question 1What do you understand by the term ‘breach of contract ’ Give two examples.Question 2List the main remedies available for breach of contract.Question 3What is the most appropriate remedy for the auctioneer （拍卖商） in this case1、Where one party fails to fulfil his or her legal obligation under acontract.(from the text book P183)example1Tony and Jane have a contract where Tony will pay June $100 for her car and delivery. Tony pays the $100 but Jane fails to delivery.(from the text book P197)In this case study there has been a Breach of Contract by Jane as she has failed to delivery the car.Example2Shirley and Oliva have a contract where Shirley brought a cake from Oliva forher friend and asked Oliva sent the cake to her friend on 12th December 2012 , but on that day her friend did not receive the cake.In this case study there has been a breach od contract by Oliva as she failed to sent the cake.2、If there is a breach of contract then the innocent party will have the right to seek a remedy for the breach.(from the text book P184)Damages as a remedy for breach of contract. The object of awarding damagesto someone is to place them in the position they would have been in had the contract been completed.So damages are really awarded as compensation- if the party has actually lost money as a result o f the breach then he will b e awarded ‘substantial’ or‘compensatory’ damages.In some cases no actually loss may have been incurred as a result of the breach. If is still possible that damages may be awarded for trouble and inconvenience-‘nominal’ damages.(from the text book P185)these are know asSpecific implement as a remedy for breach of contractSpecific implement is to stop someone for acting in breach of contract. Sospecific implement may be positive---forcing someone who has been in breach their o bligations or negative ---forcing s omeone who has been into fulfilbreach to stop doing something. (from the text book P191-192)Rescission as remedy for breach of contract.Rescission means cancellation .With this r emedy, the innocent party has thethe contract i f t he other party has been guilty of aright t o rescind(cancel)material breach of contract.The main factor to be considered is what is meant by a material of contract. Ifthe breach is not material but only partial then the right of rescission does not exist.Many contracts c ontains a number of conditions, some of which are moreimportant than others.If the contract specifically states that some are material then breach of these will mean that rescission can be taken as a remedy.(from the text book P193-194)The Defensive Remedies for breach od contractThere are two defensive remedies that can be taken by the party who is not in breach.①Lien:物品) on which he has beenIf a person has possession(占有) of an article(employed to do work then he can refuse to return the article to its owner until payment is made for the work done.Example of situations where lien c ould be used as a remedy for breach ofcontract include:②Retention:到期的).This is the right to refuse to pay a debt which is due(Retention can only be used under the following two circumstances:ⅰwhere compensation can be pleaded.(债权确定、到期)ⅱwhere both claims arise under the same（拍卖商） in this caseWhat is the most appropriate remedy for the auctioneer3、in this case the defensive remedies in the most appropriate method for the auctioneer. The defensive r emedies include l ien a nd retention, the auctioneershould take lien measure. If a person has possession of an article on which heto itshas been employed to do work then he can refuse t o return t he articleowner until payment is made for the work done.As a result of Martina won the auction but with fees and commissions added onto the price, she cannot pay the full amount for the painting, the auctioneer can keep the painting until Martina paid off the rest of money.。
商法考试试题及答案免费
商法考试试题及答案免费一、单项选择题（每题2分，共20分）1. 商法调整的对象是（）。
A. 企业内部关系B. 企业与消费者的关系C. 企业与企业之间的关系D. 企业与政府的关系答案：C2. 根据商法规定，下列哪项不属于商事主体的资格条件？（）A. 依法成立B. 有独立的财产C. 有固定的经营场所D. 必须有法人资格答案：D3. 商事行为的法律效力不包括以下哪项？（）A. 合同的签订B. 债权的转让C. 物权的转移D. 行政责任的承担答案：D4. 商事登记的目的是（）。
A. 保护消费者权益B. 保护债权人利益C. 维护交易安全D. 以上都是答案：D5. 下列哪项不是商事代理的特征？（）A. 代理行为的独立性B. 代理行为的合法性C. 代理行为的有偿性D. 代理行为的无因性答案：C6. 商事合同的解除条件不包括以下哪项？（）A. 合同目的无法实现B. 合同双方协商一致C. 合同一方违约D. 合同一方破产答案：D7. 商事担保的种类不包括以下哪项？（）A. 保证B. 抵押C. 质押D. 留置答案：D8. 商事仲裁与民事诉讼的主要区别在于（）。
A. 仲裁程序更加灵活B. 仲裁程序更加严格C. 仲裁程序更加公开D. 仲裁程序更加正式答案：A9. 下列哪项不是商事合同的基本原则？（）A. 自愿原则B. 平等原则C. 公平原则D. 强制原则答案：D10. 商法中的“善意”原则是指（）。
A. 合同双方应诚实守信B. 合同双方应遵守法律规定C. 合同双方应以善意为前提D. 合同双方应以公平为原则答案：A二、多项选择题（每题3分，共15分）1. 商事主体的法律地位包括（）。
A. 独立的法人资格B. 独立的财产权C. 独立的经营权D. 独立的诉讼权答案：ABCD2. 商事行为的法律效力包括（）。
A. 合同的签订B. 债权的转让C. 物权的转移D. 行政责任的承担答案：ABC3. 商事登记的作用包括（）。
A. 保护消费者权益B. 保护债权人利益C. 维护交易安全D. 维护市场秩序答案：ABCD4. 商事代理的特征包括（）。
SQA-HND-商法-OUTCOME1 答案
Outcome 11. The two main areas of law are Criminal and Civil Law.- Criminal lawDefinition: deals with all types of offences过错and crimes, concerns itself with the recognition of what amounts to a crime and the punishments suitable for these recognized crimes.Criminal conduct is the behavior which threatens the safety and security of the community. So the offender should be punished by imprisonment or fine or some other sanctions. Examples: murder, culpable homicide, piracy, treason, armed robbery, supplying illegal drugs, fire raising, assault, fraud, theft, house breaking, dangerous driving, and breach of the peace)- Civil lawDefinition: concerned with non-criminal disputes and situation, including the following:a) The settlement of legal disputes between individuals and other bodies (example: divorce case).b) The payment of compensation from one party to another for loss or injury (example: a case where someone was claiming damages after being injured by faulty machinery at work).c) The setting of procedures to govern financial and other matters (example: the legal procedures to be followed when buying or selling a house).2. Sources of Scots Law are Statute Law, European Union Law, and Common Law or Judicial Precedent.- Common LawDefinition: is a numerous legal rules that form the part of unwritten laws of Scotland which has been handed down to us as customs and practices over the centuries.A major source of Common Law is the practice whereby judges make new rules of law will be followed by other court, so that it is legally binding rules.3. Doctrine of Judicial PrecedentDefinition: is a process involves a process whereby a judge can develop a rule of law by making a decision in a test case. A test case refers to the one in which clarification of an important point of law is sought, and judges after listening to opposite legal arguments will have to make the decision about which view of the law is correct. Once this decision has been made, future judges and course will be expected to follow the reasoning in the test case, if they are dealing with a case with similar legal issues.It must be emphasized that not every judge can make a new binding legal rule. The authority of the judge or court should be considered here, if the judge is relatively junior, he/she will be unlikely to be able to create a new rule of law. But on the other hand, if the rule comes from superior courts, this decision will be followed by the lower or inferior courts.Judicial precedent or case law is parts of the unwritten law of Scotland.Donoghue v Stevneson (1932)4. Westminster Parliament and Scottish Parliament (legislative body)Unlike the previous Scottish Parliament which was abolished by the Act of Union in 1707, the new Scottish Parliament is not a completely independence body. The Scottish Parliament is clear and inferior body compared with the Westminster Parliament.It is the Westminster Parliament from which the Scottish Parliament obtains its authority to pass laws for Scotland. So any legislation of the Scottish Parliament is thought to be secondary legislation.It is also necessary to know that a simple Act of the Westminster Parliament is all that it would take to abolish Scottish Parliament. Westminster Parliament has already abolished a local assembly.Acts of Parliament are often referred to as legislation or statute law until the creation of Scottish Parliament, the Westminster Parliament alone made laws for Scotland. However Westminster has given the Scottish Parliament authority in many different areas of policy to make statute law.Abolition of feudal tenure act 2000The Health and Safety at Work Act 1974Sale of Goods Act 1979Employment Rights Act 1996Protection of Children Act 20035. Civil Law v Criminal Law- Criminal Law is primarily used by the state as a means of maintaining law and border by punishing certain individuals who have the behavior as criminally and antisocially. The State uses the Criminal Law to punish criminals on behalf of the community or sociality.- The Civil Law is to resolve legal disputes between private individuals in such areas as 民事纠纷Family Law, Company Law, Partnership Law, Banking and Finance Law, Sale of Goods and Services Law, Consumer Law, Personal Injury Claims Law, and Divorce.- Different courts and standers of evidence and procedures exist depending on whether we are talking about a criminal action or a civil dispute.Conflict between Scottish and european lawIf there is a conflict between Scottish and European law, the court should obey the rules or laws under European law.The European Union is an organization of 25 member states. The members must obey the rules or laws in order to enjoy the benefits of membership.Britain has been a member of the European Union since January 1, 1973. because of the passing of the European Communities Act 1972 by the Westminster Parliament. It is this legislation that recognizes the supremacy of European Law over the domestic law. By the time Britain became a member of European Union 1973. Many of the important law were already in place and Britainhad to accept this as a price of membership of European Union. But if Britain decides to withdrawal from membership from European Union, then its national law will once again get supremacy.6. The Council of MinistersThe European ParliamentThe European Court of JusticeThe European CommissionThe first two have the power to make laws for the people of European.The third one enforces European Union Law.The forth one is effectively the unions civil service and it can propose law. It can also bring breaches of the varies European Union Treaties to the attention of the European courts of justice. The Commission is regarded as the EU Treaties guardian of the varies European Union Treaties.。
《商法》考试题及答案
《商法》考试题及答案一、单项选择题（每题2分，共20分）1. 根据《公司法》规定，有限责任公司的股东出资额不得低于公司注册资本的（）。
A. 10%B. 20%C. 30%D. 40%答案：B2. 商业秘密的保护不包括以下哪项内容？（）A. 技术信息B. 经营信息C. 个人隐私D. 管理方法答案：C3. 以下哪项不是公司合并时必须遵循的原则？（）A. 公平原则B. 自愿原则C. 强制原则D. 合法原则答案：C4. 股份有限公司的设立方式不包括（）。
A. 发起设立B. 募集设立C. 收购设立D. 承继设立答案：C5. 以下哪项不是公司章程应当载明的事项？（）A. 公司名称和住所B. 公司经营范围C. 公司注册资本D. 公司法定代表人的个人履历答案：D6. 公司对外提供担保时，必须经过（）的决议。
A. 董事会B. 监事会C. 股东大会D. 经理办公会答案：C7. 根据《合同法》，以下哪项不是合同无效的情形？（）A. 以合法形式掩盖非法目的B. 损害社会公共利益C. 违反法律、行政法规的强制性规定D. 合同当事人未达成一致答案：D8. 以下哪项不是公司解散的情形？（）A. 公司章程规定的营业期限届满B. 股东会决议解散C. 公司合并或者分立需要解散D. 公司被吊销营业执照答案：D9. 根据《反不正当竞争法》，以下哪项不属于不正当竞争行为？（）A. 商业贿赂B. 侵犯商业秘密C. 虚假宣传D. 合理降价销售商品答案：D10. 以下哪项不是公司财务会计报告应当包括的内容？（）A. 资产负债表B. 利润表C. 现金流量表D. 股东名册答案：D二、多项选择题（每题3分，共15分）1. 根据《公司法》，以下哪些事项需要召开股东大会？（）A. 修改公司章程B. 增加或者减少注册资本C. 公司合并、分立、解散D. 选举董事答案：ABC2. 以下哪些属于公司对外投资的限制？（）A. 投资总额不得超过公司净资产的50%B. 投资于其他公司，不得超过被投资公司注册资本的30%C. 投资于非关联企业，不得超过公司净资产的20%D. 投资于关联企业，不得超过公司净资产的30%答案：ABD3. 以下哪些情形下，公司可以不召开股东大会而直接作出决议？（）A. 公司章程规定B. 股东人数较少C. 股东之间有书面协议D. 股东大会授权董事会答案：CD4. 以下哪些属于公司董事、监事、高级管理人员的义务？（）A. 遵守公司章程B. 维护公司利益C. 不得利用职务之便为自己谋取私利D. 不得泄露公司商业秘密答案：ABCD5. 以下哪些属于公司债券的特点？（）A. 债券是一种债务凭证B. 债券持有人享有优先受偿权C. 债券可以转让D. 债券持有人享有公司剩余财产分配权答案：AC三、简答题（每题10分，共20分）1. 简述公司设立的条件。
HND 商法outcome 2----business law outcome 2 答案
As Christine is a staff through the Marvellous Motors of Robert staff fraudulent statements before the establishment of this contract. Therefore, Christine as a false statement is not at fault and has been the innocent party could be argued that the contract is not valid. In this case, Smith v Chadwick [1884] can be cited to my opinion.
Question 3
Christine As a result of the fraudulent misrepresentation, so he may require the following legal remedies:
1 Rescission or cancellation of the contract.
2 Rescission or cancellation of the contract and an award of damages.
3 Retention of the contract and an award of damages.
If the parties made only a good faith innocent misrepresentation, then the other party can ask the rescission or cancellation of the contract, but it can not claim damages. In this case, Erlanger v New Sombrero Phosphate Co [1878] can be cited to my opinion.
商法电大考试题及答案
商法电大考试题及答案一、单项选择题（每题2分，共20分）1. 商法调整的是哪些主体之间的法律关系？A. 国家与企业B. 企业与企业C. 企业与个人D. 企业、个人与国家答案：D2. 商事主体的设立必须遵循的原则是什么？A. 自愿原则B. 公平原则C. 诚信原则D. 合法原则答案：D3. 商事登记的法律效力是什么？A. 仅对内有效B. 仅对外有效C. 对内对外均有效D. 无法律效力答案：C4. 商事代理权的行使应遵循的原则是什么？A. 代理权原则B. 授权原则C. 独立原则D. 责任原则答案：B5. 商业秘密的保护范围不包括以下哪一项？A. 技术信息B. 经营信息C. 个人隐私D. 管理方法答案：C6. 商业贿赂的法律后果是什么？A. 行政处罚B. 刑事责任C. 民事赔偿D. 以上都是答案：D7. 商标权的保护期限是多久？A. 5年B. 10年C. 20年D. 永久答案：C8. 商业广告中不得包含哪些内容？A. 虚假信息B. 夸大宣传C. 贬低竞争对手D. 以上都是答案：D9. 商业信用的表现形式不包括以下哪一项？A. 商业汇票B. 银行承兑汇票C. 个人支票D. 信用证答案：C10. 商业保险合同的订立必须基于什么原则？A. 自愿原则B. 公平原则C. 诚信原则D. 以上都是答案：D二、多项选择题（每题3分，共15分）1. 商法的基本原则包括以下哪些？A. 合法性原则B. 公平性原则C. 诚信原则D. 自愿原则答案：ABCD2. 商事主体的类型包括以下哪些？A. 个人独资企业B. 合伙企业C. 有限责任公司D. 股份有限公司答案：ABCD3. 商事合同的特点包括以下哪些？A. 书面形式B. 法律效力C. 可转让性D. 独立性答案：ABCD4. 商业欺诈的表现形式包括以下哪些？A. 虚假宣传B. 价格欺诈C. 合同欺诈D. 质量欺诈答案：ABCD5. 商业秘密的构成要件包括以下哪些？A. 秘密性B. 价值性C. 保密性D. 合法性答案：ABCD三、判断题（每题1分，共10分）1. 商法是调整商事关系的法律规范的总称。
HND 商法导论outcome 2每题用的Case(自己总结的。)
Cases will be used for each question, including the fact and judgment of each case as well as the content from the textbook. This is just the case law party of the answers. Not the comprehensive or complete answers. DO NOT SIMPLY COPY IT，USE YOUR OWN WORDS. Some of the words follows are just a copy from our textbook.以下部分是本次考试所要使用的案例，包含了案例的概括，法院的判决，以及课本提及的相关知识点（如果你使用别的案例，请自行总结）。
这些只是题目中所需要使用的案例，并不是完整的答案。
不要只是把这些内容抄上去，请用自己的话说。
因为有些内容只是直接从书上抄下来的。
Case 1Question 1: Carlill v Carbolic Smoke Ball Co 1893Facts: the Carbolic Smoke Ball Co made an advertisement that anyone who used “smoke ball” under a right manner for a specified time and then caught the flu would get a ￡100 paid. Carlill did the above things and Carbolic Smoke Ball Co refused to pay the ￡100.Judgment: the performance of the conditions (catching flu after using the smoke ball) was acceptance enough.Area of law from textbook: offers made to general public whereby the public only have to do something to accept.Question 2: Spellman v Spellman 1961Facts: Spellmans are husband and wife. The husband purchased a car for his wife to save their marriage. However, after the car delivered to their home, the husband refused to transfer to his wife.Judgment: it was held that this was a purely domestic arrangement not intended to create any legal relations and accordingly the wife acquired no legal rights in the car.Area of law from textbook: a persona or social obligation will not usually be classed as a Legal Obligation.Question 3: Brinkibon Ltd v Stahag Stahl 1983Facts: Brinkibon Ltd, a London company, sent an acceptance to Stahag Stahl, an Australian based company in Vienna, via telex. The question at issue in this case is about where the contract was made.Judgment: instantaneous communication, the formation generally occurs in the place where the acceptance is made.Area of law from textbook: contract could be formed among parties in the place where the acceptance is made. (the Form of Acceptances)Question 4: Wolf & Wolf v Forfar Potato Co Ltd (1984)Facts: a Scottish Co offered to sell a quantity of potatoes to Dutch Co. Dutch Co called an acceptance with new conditions. The Scottish Co ignored this and were taken to court for breach of contract.Judgment: the court held that no contract was formed. The second telex sent by Dutch Co was a counter offer which makes the original offer invalid.Area of law from textbook: if the party made a count offer, the original offer had been cancelled.Case 2Question 5: Smith v Sim 1954Facts: Sim advertised his pub for sale. Smith relying on the statements concerning turnover supplied by Sim via his solicitors, bought the business for ￡21,600. Shortly after, Smith sued that Sim was guilty of fraud in falsely representing the turnover. This proves to be true.Judgment:the court held that it’s fraudulent misrepresentation. Smith can choose among rescind the contract, claim damages, or both rescind the contract and claim damages.Area of law from textbook: party who has relied on a fraudulent statement can claim damages as well as having the contract rescinded.Question 6 No cases applied.Question 7: Smith v Sim 1954 (see Question 5)Question 8: No cases applied.Question 9: Anderson v Pringle of Scotland 1998Facts: Mr Anderson was a current employee of Pringle of Scotland, and the company is considering that employees would be selected for redundancy on the basis of "last in first out”. However, Mr Anderson thought this method was not fair.Judgment: having regard to the terms of the interdict sought, Mr Anderson had a prima facie case for intervention. That being so, there remained the question of the balance of convenience. The Court was satisfied that this favored maintaining the status quo, by granting the interim interdict. If it was not granted, Mr Anderson would have lost his job, whereas the company was not at any immediate risk of disaster.Area of law from textbook: the legal remedies applied to an innocent party who has suffered a breach of contract is considering by what the terms are in the contract and what damage this breach of contract bring to the innocent party.Question 10: James B Fraser & Co Ltd v Denny Mott & Dickson Ltd 1944 Facts: James B Fraser & Co Ltd, a timber merchant, would buy wood from Denny and lease a timber yard with the option to buy it or take a long lease on certain terms with Denny Mott & Dikson Ltd, in 1929. In 1939, there was a Control of Timber Order released and caused further transactions between the parties became impossible from the end of September, 1939.Judgement: the court considered this as a frustration.Area of law from textbook: there is no breach of contract if that failure is due to intervening circumstances which neither party has control over. This is known as a frustration.。
HND 商法 题目答案
1, Goods displayed in a shop in a shop window (even when priced) are classed as a willingness to negotiate on the shops part or to say an imitation to treat. The customer will make the offer to buy the goods which the shop are perfectly within their rights to refuse. So there is no contract exist between the shop and the customer in this case. The man couldn't buy it with only £150.2，（约吃饭）A contract is an agreement between parties having the capacity to make it ,in the form demanded by the law, to perform, on one side or both, acts which are not trifling, indeterminate, impossible or illegal, creating an obligation enforceable in a court of law. In the case, there+ is o contract exist for it is only a social obligation.3,（发错email）B sent an acceptance meeting A's offer,but to a wrong address.A didn't receive the acceptance,so there isn't a contract exist between them.4, (卖车)First ,A offers to sell B the car at a price of £4500. Towards A's offer, B expresses a counter offer that he would like to buy the car at £4000. Towards B's new offer, A refuses. Then, no contract is binded. So B has no right to ask A to sell the car to him.5,(电动车)The words B said to A is commonly called misleading statement. In legal terms, it's called misrepresentation. ①Misrepresentation could be divided into innocent misrepresentation, fraudulent misrepresentation, negligent misrepresentation and misrepresentation through concealment or failure to disclose to facts. ②The misrepresentation in case belongs to fraudulent misrepresentation. ③A misrepresentation will be regarded as fraudulent if it was made without any belief in its truth or if it was made recklessly without caring whether it is true or false. If one party makes a false statement to another, but makes it innocently, believing it to be true, then this is innocent misrepresentation. Negligent misrepresentation occurs when a false statement is made by a person,who honestly believes it to be true (and it therefore not fraudulent ), but has no reasonable grounds for believing in its truth. The contract between them is either valid or invalid, so it could be cancelled. For the seller Bcommit a fraudulent misrepresentation and B bought the car under this circumstance, B suffered loss, cause-and effect relationship exist between B&A, so the contract could be cancelled. The buyer B could following ways to help himself:(1) cancel the contract.(2) cancel the contract & reward of damage(3)retention of the contract &reward the damages6,(油画) The buyer could seek a remedy for the breach. These remedies include:①Damages,②specific implement ③Rescission 4 Defensive remedies. In this case,the man should seek the specific implement remedy,Because antique is unique and couldn't be bought anywhere else. In sonsequence of this, specific implement is recommended.7,(香烟)yes , for selling this kind of cigarettes is forbidden by law. The kind of behavior is illegal by law.CaseCase1,Q2. Jones v Vernon Pools (1938)Case1 Q2 The plaintiff claimed to have won the football pools. The coupon stated that the transaction was "binding in honour only". It was held that the plaintiff was not entitled to recover because the agreement was based on the honour of the parties (and thus not legally binding).Q3, there once happened a story at 1982, Brinkibon Ltd V Stahag stahl. It mainly tells about that Brinkibon was a London company that purchased steel from Stahag, a seller based in Australia, Brinkibon sent their acceptance to a Stahag offer by Telexto Vienna Brinkibon later wanted to issue a writ against Stahag and applied serve an out of jurisdiction party. They would only be able to so if the contract had been formed in England. The question at issue was where the contract was formed. The Lords decided that the contrct was formed in Vienna. They accepted the principle in Entores V Miles Far East Co where in the case of instaneous communication, which included telex, the formation occurs in the place where the acceptance is received.Case2 Q2: Altwood V Small 1838, false information about a mines capacity was given when it was sold on . The buyer has a survey done which was not done correctly and as a result came to believe that the information given was correct. As a result, he didn't rely on the statement and thus it did not induce a contract resulting in there being no misrepresentation.Q3,Erlanger V New Sombrero Phosphate co (1878) a promoter stands in a fiduciary relationship towards his company. A contract made between him and the company’s voidable at the company's option unless he has disclosed all material facts relating to the contract to an independent board and the company has freely agree to the terms.Case 3,Q2: Anderson Vpringle of Scotland (1998)The employer had entered a collective agreement with the GMB in 1986 that includes a redundancy procedure operation on a 'last in, first out' basis, the statement of term and conditions said that these should be ' in accordance with and subject to ' the collective agreement. But the statement did not refer to redundancy, so the employer agreed that the collective agreement was incorporated only to the extent that one of its provisions was refered to in the statement. The court rejected this and said that the entire agreement was incorporated and that to select on any other basis LIFO would be a brench of contract.Case4, J ames V Fraser & Co Ltd VDenny, Molt&Disk son Ltd 1944 SCCHL Fraser entered into an agreement with the defenders which Fraser was to buy all the red and white pine it required from DMD Ltd, was to occupy Frasertimber yard. The agreement was expressed to be terminable by either party on giving notice and, in the event of termination, DMD Ltd was to be given the option to purchase. Held: the option had lapsed. The agreement had been terminated by because of the impossibility of trading (Frustration) and the option could be exercised only if termination was by notice.Wolf & Wolf V Forfar Potato Co Ltd (1984)A Scottish Co sent a telex to a Dutch Co offering to sell a quantity of potatoes. This had to be accepted by 5 pm next day. The next morning the Dutch Co sent a telex which they called an acceptance but which contained nwe conditions. The scottish Co phones back stating that the conditions were unacceptable and the Dutch Co sent another telex, within the time limit, accepting the original offer. The Scottish Co ignored this and were taken to court for breach of contract. The court held that no contract was formed. The first telex sent by the Dutch was a counter offer which would have had to be accepted by the Scots for a contract to be binding. As it was not accepted then ......no contract.Philp & Co V Knoblauch (1907)Knoblauch was a merchant from Leith who wrote to Philp stating "I am offering today linseed and have pleasure in quoting you 100 tons at 41s 3d.(Just over £2!) I shall be glad to hear if you are buyers and await your reply". The following day Philp telegraphed "Accept 100 tons at 41s 3d", He confirmed this by letter. This was followed by a telegram from Knoblauch "Sorry 41s 3d now useless:42s 6d today." This was also confirmed by letter. Philp took Knoblauch to court claiming that there was a contract to sell the linseed for 41s 3d . Knoblauch claimed that the first letter had been a quotation and not a legal offer therefore there was no contract. The court held that the first letter was an offer which had been accepted and so there was a binding contract. The fact that Knoblauch had used the word "offer" in the quotation was important. If the word had not bee use then it would probably have been classed as a willingness to negotiate ----the same as most quotations are.Harvey V Facey ( 1893 )Harvey sent a telegram which read "Will you sell us Bumper Hall Pen? Telegraph lowest cash price".NB: Bumper Hall Pen was a plot of land.Facey telegraphed in reply "Lowest price for Bumper Hall Pen is £ 900".Harvey then sent another telegraph "We agree to buy Bumper Hall Pen for £ 900".Harvey received no reply and took Facey to court stating that a contract had been formed.What do you think the courts decision would be and why?Carlill V Carbolic Smoke Ball Co (1893)The Smoke Ball Company advertised in the press offering to pay £ 100 to any person who used their 'smoke ball' in a specified manner, for a specified time and then caught the flu. Carlill bought one of the smoke balls, used it correctly, but still caught the flu. She then claimed £100 but the Smoke Ball Co refused to pay stating that she had not informed them either in writing or verbally that she has accepted their offer.The court ruled that performance of the conditions ( catching flu after using the smoke ball ) was acceptance enough.Boyd & Forrest V Glasgow & South Western Railway Co (1915)Boyd and Forrest had undertaken to build a railway. They relied on information supplied to them by the railway company concerning the amount of rock that would have to be moved. Boyd & Forrests' contract price was based on this information. When B & F actually started building they discovered that there was much more rock than they had been led to believe. They completed the work all the same ----at a cost of £135,000 more than originally planned. The information concerning the rocks had originally been accurate but had been changed himself to be correct. Boyd & Forrest brought an action against the railway company to have the contract reduced.Smith V Sim (1954) Sim was the proprietor of the Market Arms in Montrose. He advertised his pub for sale . Smith , relying on statements concerning turnover supplied by Sim via his solicitors, bought the business for £21,600. Shortly after entering into possession, Smith alleged that Sim was guilty of fraud in having falsely represented the turnover at about twice as much as it had actually been. This was proved to be fact. Smith could rescind the contract as Sim's misrepresentation had led to an error in the substantials ( concerning the subject matter). He could also claim damages as the misrepresentation was fraudulent. He chose to carry on with the contract and claim damages of £ 10,000 . The court held that was fair.。
HND大综合参考答案
Question 1Part (a): Barr,s product mix (10 marks)Award one mark for each relevant advantage or disadvantage and up to three additional marks per advantage or disadvantage for development, reasoned reference to relevant concepts and/or justified illustrative examples from the case study. This gives a maximum of four for each advantage or disadvantage (but see below).Answers which cover only disadvantages or advantages should gain a maximum of five marks.Relevant concepts: product lines; product items; product positioning; product life cycle.Possible advantages include: coherent grouping of products within one market (drinks) —can help to gain economies of scale in promotion and operations, build managerial expertise etc; targeted at a number of different markets (eg Orangina, Tizer); range of different product lines and items — some have a very clear identity (eg Irn-Bru).Possible disadvantages include: many are at the mature stage of the product life cycle; soft drinks is a rapidly changing market and new brands may be important (Barr,s may be finding it hard to develop new brands — its own brands are well-established and its franchises are in a static market (Orangina), or not well-known in the UK (Lipton Ice Tea).Part (b): Elasticity (5 marks)Award one mark for an indication that the candidate understands the term ‘price elastic’. Award one mark for each relevant point plus up to three additional marks for development and/or examples from the case study.Relevant concepts: price elasticity of demand; promotional methods; product life cycle; market research.Price elasticity may influence Barr,s in that it can lead to attempts to enhance brand loyalty so that price elasticity is reduced which, in turn, curtails the impact on sales of a change in price. There are many examples in the case study of attempts to develop brand loyalty, eg Irn-Bru, Tizer.Question 2Barr,s external environment (12 marks)Award one mark for each relevant point and up to three additional marks per advantage or disadvantage for development, reasoned reference to relevant concepts and/or justifiedillustrative examples from the case study. This gives a maximum of four for each relevant point.Relevant concepts: systems approach; stakeholders; government economic policy; users of financial information.Answers should use examples to show how Barr,s has reacted to feedback from its environment and how it has tried to influence it. Answers should analyse the process by which Barr,s interacts in each case. Possible examples include: use of government assistance when entering the Russian market (and discussion of market failure); threats to Orangina franchise; changing promotional methods to make use of the internet; currency fluctuations and the knock-on effects; ASA and possibl e public reaction to Barr’s.Answers which consist of a series of examples with no analysis should get a maximum of seven marks.Question 3Part (a): Stakeholder information (10 marks)Award one mark for each relevant point plus up to three additional marks for development and/or examples from the case study. Candidates who cover two points well can earn a grade A mark.Relevant concepts: stakeholder; purpose of financial information; management control; organisational goals, objectives and policy; demand.Fidelity buys shares so that the dividends from them can be distributed to holders of its units. The information which it needs will depend on its organisational goals, eg the degree of risk it is willing to take. These are not given so it is not easy to say which information will be valuable. However, it may include: franchise agreements (eg when they start and end as this may influence Barr,s earnings); ASA adjudications which may affect the demand for Barr,s products; investments in new machinery (influence extent to which Barr,s is competitive); promotional campaigns (influence demand for products); dividends (because this will influence earnings that it gets and how much it can pay its unit holders).Good answers will provide a reasoned argument which explains the link between the information and its value to Fidelity.Part (b): Use of information (8 marks)Award one mark for each relevant point and up to three additional marks for development, reasoned reference to relevant concepts and/or justified illustrative examples from the case study. This gives a maximum of four for each advantage or disadvantage (but see below).Answers which cover only one company should gain a maximum of four marks. One well developed point for each company could secure all eight marks.Relevant concepts: stakeholder; strategies of control; organisational goals, objectives and policy; formal organisation; users of financial information; purposes of information; sources of relevant information.Answers should make it clear which item of information has been chosen, eg profit after tax. For Fidelity, this could be used to monitor whether it has invested in terms of its objectives (eg these may relate to companies which have stable earnings), whether it has a suitable share profile across several companies; whether previous share purchasing decisions should be reviewed. Barr,s could use it to monitor the year on year progress of the company, to monitor the achievement of long term objectives; to monitor the effectiveness of its profit sharing schemes.As with part (a), good answers will provide a reasoned argument which explains the link between the item information and control in the two companies.Question 4Partnerships (12 marks)Award one mark for each relevant advantage or disadvantage and up to three additional marks per advantage or disadvantage for development, reasoned reference to relevant concepts and/or justified illustrative examples from the case study. This gives a maximum of four for each advantage or disadvantage (but see below).Answers which cover only disadvantages or advantages should gain a maximum of six marks.Relevant concepts: market demand; internal and external environment; goals; purpose and analysis of financial statements; sources of finance; product mix marketing mix; product life cycle; promotion.Possible advantages of concluding another partnership agreement include: variation of product portfolio; increase in market penetration (hence improved economies of scale);reduction of uncertainty about ending of current agreements; develop product at start of life cycle (like Lipton Ice Tea); updating of brands; chances of improved profitability; opening up new markets (if develop overseas markets).Possible disadvantages of concluding another partnership agreement include: need to obtain finance to support promotion of new product; Barr,s is a relatively small company and couldspread its resources too thinly so it is overstretched; the company may divert attention from efforts to build its own new brands such as Simply Citrus; may be problems in getting a strong brand (relatively small number of internationally known soft drinks and Barr,s may be unable to secure a deal with a brand without meeting a conflict of interest).Question 5Organisational structure (8 marks)Award one mark for each relevant point and up to three additional marks for development, reasoned reference to relevant concepts and/or justified illustrative examples from the case study.To gain a grade A mark (six) candidates must cover at least one argument both for and against this form of structure.Relevant concepts: alternative forms of structure; purpose of financial statements; marketing mix; formal organisation; stakeholders.Reasons why structure may be effective include: clear differentiation of responsibility (eg between finance and marketing) which, for Barr,s, are quite distinct 一 finance is maintaining control on costs etc, while marketing is about creating an impact; finance may be able to adjudicate between competing spending demands of operations and marketing; Barr,s is traditional company with traditional values and this may fit well with a traditional structure (contingency); keeping marketing separate can allow it to develop new approaches as it has done.Reasons why structure may be less effective include: could inhibit change (there is not a lot of evidence of this although the appointment of two new young directors suggests that the company may need to develop more quickly than it has); may lead to empire building and conflict between two functions, especially as marketing in soft drinks is expensive; an alternative structure (eg based on brands or product lines) may help Barr,s to set priorities for future development and make sure the organisation of the company reflects its commitment to brands; a brand based structure could help ensure funds are allocated in a way that aligns more closely with the requirements of marketing each brand, which may be less easy to do in the current structure.Question 6Part (a): Demand for Irn-Bru (6 marks)Award one mark for each relevant point plus up to one additional mark for development and/or examples from the case study. Candidates who cover three points well can earn allmarks.Answers which are effectively a repeat of general points from Economics should receive a maximum of two marks.Relevant concepts: demand; promotion.Possible factors include: price (the soft drinks market is sensitive to price as the problem with the Euro shows); tastes and fashion (for some products like Tizer these seem very important as it has be re-launched several times in recent years); prices of other products (see the Euro example); weather (dip in profits in 2002); advertising and promotion (this is vital in influencing tastes and making people aware of Barr's products, eg Irn-Bru sponsorships).Part (b): Influence on Barr’s financial situation (4 marks)Award one mark for each relevant point plus up to one additional mark for development and/or examples from the case study. Candidates who cover two points well can earn all marks.Relevant concepts: demand; analysis of financial statements.Ways by which these factors may affect Barr,s financial situation include: promotion may increase demand which can feed through into higher sales and profits; prices of other goods may lead to reduced demand or force a reduction in price to maintain sales levels — this can lead to knock-on effects on sales revenue and costs, both of which may affect profits; weather conditions may affect cash flow if sales are more or less than anticipated.Part (c): Predicting effect of promotional activity (5 marks)Award one mark for each relevant point plus up to one additional mark for development and/or examples from the case study. Up to two marks may be given for a correct supply and demand diagram. An answer which does not have a diagram should get a maximum of four marks.If Barr,s are aware of the factors which influence the demand for its products, it can look at what may happen if any one changes. This is because a change in all, except price, will lead to a shift in the demand curve. A simple supply and demand diagram can illustrate the effect of shift in a demand curve to the left (a fall in demand) or to the right (a rise in demand).Question 7Part (a): Advantages and disadvantages of Barr's (12 marks)Award one mark for each relevant advantage or disadvantage and up to three additional marks per advantage or disadvantage for development, reasoned reference to relevant concepts and/or justified illustrative examples from the case study. This gives a maximum of four for each advantage or disadvantage (but see below).Answers which cover only disadvantages or advantages should gain a maximum of six marks. Answers which concentrate on only one aspect of the company (such as marketing) should gain a maximum of six marks.Relevant concepts: market demand; internal and external environment; goals; purpose and analysis of financial statements; sources of finance; product mix marketing mix; product life cycle; promotion.Possible advantages include: company has a clear focus on soft drinks; well-established company with a good reputation especially in Scotland; company has a good profit and dividend record; company has a net inflow of cash in the most recent financial year and should have money for investment; company has a record of investing in its brands, its operations; well-motivated staff; it has built a reputation for innovative advertising.Possible disadvantages include: company is in a highly competitive market and is vulnerable because it is small; its most well-known brands are in the mature stage of the product life cycle; it is heavily dependent on carbonated soft drinks 一 it has a water product but this is small; its main market is in Scotland and is further growth is likely to be hard 一 getting established in England is taking a long time and the company has few other markets; franchising is an inherently risky operation and is short term.Answers should give reasons to explain exactly why a particular factor could be an advantage or a disadvantage. Candidates who explicitly recognise, and explain, that a factor like the string Scottish base is both an advantage and a disadvantage should be given credit.Part (b): Key future success (8 marks)Award one mark for each relevant advantage or disadvantage and up to two additional marks for development, reasoned reference to relevant concepts and/or justified illustrative examples from the case study. This gives a maximum of three for each point.Marks for this should be awarded on the basis of the justification given rather than the actual key things which are identified.Relevant concepts: market demand; internal and external environment; goals; purpose andanalysis of financial statements; sources of finance; product mix marketing mix; product life cycle; promotion.Some possible actions include: finding ways to re-invigorate the product mix of the company (which relies heavily on Irn-Bru); the company does seem very traditional but this may be part of its success, so Roger White may have to find ways to retain the benefits of the old style family business but make sure it can continue to compete; prepare for the ending of the Orangina franchise in 2007 (this product appeals to adults and is good for this reason but its market is static); develop new markets for Irn-Bru (progress in England is forward but slow so other markets like Russia may be worth developing).。
HND-商法导论Outcome1答案
1.Sources of Scots Law are Statute Law, European Union Law, and Common Law 2.the licensing (scotland)act 1975 sale of goods act 1979 employment rights act 1996 the human rights act 1998 dog fouling (scotland) act 2003 3.family law disputes land disputes employment law disputes parliament is the superior legislative body .after theact of union in 1707, the new scttish parliament is not completely in 1707, independent parliament is primary. be 5.a crme is behavior which is harmful to society.it will will be punished.for example, murder, rape,theft,fraud，assault belong to crimes. 6.it exists a conflict between scots and eu law ,the scottish courts would have to obey the eu's legal system. eu is a club which has 27 member of the states.britain is a member of the club.so the britian must do its responesibility,and give up their own law.if the britain desided to quit the club ,the laws of the britain follow the domestic law . 7.speaking exactly the council of ministers,with the advice of of ministers,with european parliament .cm and ep have the law-making powers.the european court of justice implement eu law .the eu commission can propose laws effectively. 8.act of parliament are often considered as legislation . the statute is made uk parliament and the scottish parliament. 9. A.Judicial Precedent is a process involves a process whereby a judge can develop a rule of law by making a decision in a test case. A test case refers to the one in which clarification of an important point of law is sought, and judges after listening to opposite legal arguments will have to make the decision about which view of the law is correct. B.Once this decision has been made, future judges and course will be expected to follow the reasoning in the test case, if they are dealing with a case with similar legal issues. C.It not every judge can make a new binding legal rule. The authority of the judge or court should be considered here, if the unlikely to to be able to relatively junior, he/she will be unlikely judge is is relatively create a new rule of law. But on the other hand, if the rule comes from superior courts, this decision will be followed by the lower or inferior courts. D.Judicial precedent or case law is parts of the unwritten law of Scotland. E.Donoghue v Stevneson (1932) 10. Criminal law is deals with all types of offences and crimes, concerns itself with the recognition of what amounts to a crime and the punishments suitable for these recognized crimes. Criminal conduct is the behavior which threatens the safety and security of the community. So the offender should be punished by imprisonment or fine or some other sanctions. Examples: murder, piracy, fire raising, assault, fraud, theft Civil law is concerned with non-criminal disputes and situation. The settlement of legal disputes between individuals and other bodies The payment of compensation from one party to another for loss or injury The setting of procedures to govern financial and other matters. example divorce case. 。
自考商法考试题库及答案
自考商法考试题库及答案一、单项选择题1. 商法中，关于公司设立的法律要求，以下哪项说法是正确的？A. 任何自然人都可以设立公司B. 公司设立必须经过工商部门的审批C. 公司设立必须有两名以上的股东D. 公司设立必须有注册资本答案：D2. 根据商法规定，以下哪项不是公司法定代表人的职责？A. 代表公司签署合同B. 代表公司进行诉讼C. 向股东会报告公司业务情况D. 个人对外承担公司债务答案：D二、多项选择题1. 商法中规定的公司合并，以下哪些情况是合法的？A. 两个公司通过协议合并B. 合并后的新公司承担原公司的债务C. 合并必须经过股东会的批准D. 合并必须向工商部门登记答案：A、B、C、D2. 根据商法，以下哪些行为属于不正当竞争行为？A. 商业诋毁B. 侵犯商业秘密C. 虚假宣传D. 价格垄断答案：A、B、C、D三、判断题1. 商法规定，公司可以无限制地发行股票。
（错误）2. 商法中，公司董事对公司的经营决策负有忠实义务和勤勉义务。
（正确）四、简答题1. 简述商法中关于公司解散的法定情形。
答：根据商法规定，公司解散的法定情形包括：公司章程规定的营业期限届满或者公司章程规定的其他解散事由出现；股东会或者股东大会决议解散；因公司合并或者分立需要解散；依法被吊销营业执照、责令关闭或者被撤销；人民法院依照本法第一百八十二条的规定予以解散。
2. 描述商法中规定的商业贿赂的法律后果。
答：根据商法规定，商业贿赂是指经营者采用财物或者其他手段贿赂对方单位或者个人，以谋取交易机会或者竞争优势的行为。
商业贿赂的法律后果包括：责令停止违法行为，没收违法所得，并处以违法所得一倍以上五倍以下的罚款；没有违法所得的，处以十万元以上五百万元以下的罚款；情节严重的，吊销营业执照。
五、案例分析题案例：某公司为扩大市场份额，向竞争对手的员工提供高额回扣，以获取商业秘密和客户信息。
问题：请分析该公司的行为是否违反商法，并说明可能面临的法律后果。
商业法律考试试题和答案
商业法律考试试题和答案一、单项选择题（每题2分，共20分）1. 商业法律是指调整（）的法律规范的总称。
A. 商业组织B. 商业交易C. 商业活动D. 商业管理答案：C2. 商业法律关系的主体是（）。
A. 国家机关B. 法人C. 自然人D. 以上都是答案：D3. 商业法律关系的客体是（）。
A. 行为B. 财产C. 权利D. 义务答案：B4. 商业法律关系的产生、变更和消灭的法律事实是（）。
A. 行为B. 事件C. 法律D. 以上都是答案：A5. 商业法律关系的保护措施是（）。
A. 民事责任B. 行政责任C. 刑事责任D. 以上都是答案：D6. 商业法律关系的基本原则是（）。
A. 平等原则B. 自愿原则C. 公平原则D. 以上都是答案：D7. 商业法律关系的效力是（）。
A. 绝对效力B. 相对效力C. 法律效力D. 以上都是答案：C8. 商业法律关系的解除是（）。
A. 终止B. 变更C. 消灭D. 以上都是答案：C9. 商业法律关系的转让是（）。
A. 终止B. 变更C. 消灭D. 以上都是答案：B10. 商业法律关系的终止是（）。
A. 终止B. 变更C. 消灭D. 以上都是答案：A二、多项选择题（每题3分，共15分）11. 商业法律关系的主体包括（）。
A. 国家机关B. 法人C. 自然人D. 其他组织答案：ABCD12. 商业法律关系的客体包括（）。
A. 行为B. 财产C. 权利D. 义务答案：ABC13. 商业法律关系的产生、变更和消灭的法律事实包括（）。
A. 行为B. 事件C. 法律D. 以上都是14. 商业法律关系的保护措施包括（）。
A. 民事责任B. 行政责任C. 刑事责任D. 以上都是答案：ABC15. 商业法律关系的基本原则包括（）。
A. 平等原则B. 自愿原则C. 公平原则D. 以上都是答案：ABC三、判断题（每题2分，共20分）16. 商业法律是指调整商业活动的法律规范的总称。
（）答案：正确17. 商业法律关系的主体只能是法人。
HND商法导论OUTCOME1答案
OutcomeCovered 1Assessment task instructionsCandidates will be given one closed-book exercise consisting of ten restricted response questions for the assessment of Outcome 1. This exercise should take candidates approximately 30-45 minutes to complete.考生将获得1闭卷行使十个评估的结果1限制反应的问题组成。
这项工作应采取的候选人约30-45分钟才能完成。
1 List the main sources of modern Scots Law.1名单现代苏格兰法律的主要来源。
Statute law, common law and European Union law2(a) What is meant by the doctrine of judicial precedent?2（一）什么是司法先例原则？2(b) Give an example of a judicial precedent.2（b）给出了一个司法先例的例子。
3(a) Which is the superior legislative body: the Westminster Parliament or the Scottish Parliament?3（一），这是上级立法机构：威斯敏斯特议会或苏格兰议会？3(b) Explain your choice of answer in part (a) above.3（b）解释第（一）项的选择你的答案。
4 What is a statute?4什么是法规？5 Name five Acts of Parliament.5名五行为的议会。
6 What are the main differences between civil and criminal law in Scotland?6什么是民法和刑法之间在苏格兰的主要区别？7 What is a crime? (You should list four examples of criminal behaviour)7什么是犯罪？（你应该列出四种犯罪行为的例子）8 Provide three examples of a civil dispute.8提供三种民事纠纷的例子。
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1.Smair does not have a legally enforceable with Fairways for the purchase for
the Matsumoto golf clubs for 150, Because the contract consists of on offer and an acceptance, But the goods displayed in a shop window is not an offer.and it’s a willingness to negotiate.So they don’t constitute a contract. If smair wants to buy the set of golf clubs he must pay 1500
2.Samir and Susan are old friends If Susan wants to sue Samir and seek redress
the cost of her new designer outfit, the cost of her taxi fare and the
d issappointment caused, th
e she can’t win. Because their don’t have a
contract. Domestic agreement,social agreement, atreement binding in honor only and gambling or wagering agreement don’t have legal obligation.And Susan and Samir supper agreement belongs to social agreement. It is not a contractbual relation.They don’t have intention of creating legal relation so Susan can not obtain legal remedy
3.When an offer is made by the post then the contract will be completed when
the accept ance is posted-it doesn’t matter when the acceptance arrives.But Dougie campbell can the offer to samir.Because a contract’s establishment must be the accepter send effective notice to the offeror.And Samir use the instant messaging to send Dougie campbell a message.Buthe spells a wrong address. And Dougie Campbell doesn’t accept the acceptance. So their contract has no effect. This situation doesn’t apply to mailbox rule
4.Samir con not insist that stuart sell the car to him for 4500. Because Samir
says to Stuart ‘I will give you 4000 for the car’ This is a counter offer. Its rde is to cancel the original offer and become a new offer. And the new offer is refused by Stuart. So their contract has no effect
5.Robert makes a misrepresentation to Christine . Its goal is let Christine to
buy this car . And the misrepresentations include innocent M , fraudulent M , negligent M and concealment of facts . And Robert’s behavior belongs to fraudulent M . This kind of M is intentional . So Christine can sue Robert .
On the contrary , if Robert can explain he doesn’t cause error in the substantials for Christine . The Robert can avoid his duty . Otherwise , he must undertake the duty .
6.Christine is by the way of fraudulent M to establish the contract . So the
contract is deceitful and revocable . So the contract is no effect .
7Christine suffers fraudulent misrepresentation. So he can get the legal remedy.The legal temedy indudes rescission of the contract, rescission of the contract and claim damages, trtention of the contract and claim damages. If the litigant only makes innocent misrepresentation, then adversary can only ressission of the contract. And the adversary can not get the claim damoges. 8If there is a breach of contract then the party can get a remedy for the breach.
These temedies include damages, specific implement, rescission and defensive remedies. And the defensive remedies includes lien and retention.
9Because of the special properties of the paingting and the unique value. And alasdair can not buy the same painting from the other places. So the most suitable for his way is specific implement. Specific implement is a equitable
and limitary remedy. But the court is not always agree with the relief.
Because the remedy will be allowed by the coutr in some specific circumstances.
10Karen’s con tract with her business customers will terminate. Because frustration of contract and it must terminate. Because of the legislation is passed by the parliament. If both sides continue to perform the contract, it will become supervening illegality. Then the contract must terminate.。