Company Law Overview
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Questions and Answers

What is the purpose of the statement of Nominal Capital in the process of incorporation of the Company?

  • To specify the company's initial trading activity.
  • To declare dividends.
  • To detail the total number of shares and nominal value. (correct)
  • To disclose the company's financial projections.
  • What is the return paid or given to a shareholder on their investment in a company known as?

  • A dividend (correct)
  • A salary
  • A bonus
  • A pay cheque
  • Which of the following companies is an example of a statutory company in Uganda?

  • Stanbic Bank Ltd.
  • Public Procurement and Disposal of Public Assets Authority. (correct)
  • Crown Beverages Ltd.
  • Uganda Breweries Ltd.
  • The case of Salomon v Salomon illustrates the principle that a company is an agent of the members who have formed it.

    <p>FALSE</p> Signup and view all the answers

    Which of the following is NOT a characteristic of a company in liquidation?

    <p>The company's assets are liquidated immediately.</p> Signup and view all the answers

    A business arrangement where two or more companies are combined to constitute one entity is called what?

    <p>Merger</p> Signup and view all the answers

    Which type of meeting is held only once in the company's lifetime?

    <p>Statutory Meeting</p> Signup and view all the answers

    For one to qualify as a director in the company, which of the following is NOT a requirement?

    <p>Discharged bankrupt.</p> Signup and view all the answers

    Study Notes

    Company Incorporation

    • Nominal Capital: Reflects the total number of shares and their nominal value.

    Shareholders and Returns

    • Dividend: The return paid to a shareholder for their investment/shareholding in a company

    Types of Companies

    • Statutory Company: A company established by a specific Act of Parliament, e.g., Public Procurement and Disposal of Public Assets Authority.

    Salomon v Salomon

    • This case establishes the principle that a company is a separate legal entity from its owners (the members). This means the company is a distinct legal person and can enter contracts, sue or be sued in its own name, and the members' liability is limited to their shares.

    Companies in Liquidation

    • Liquidation: A process where a company's assets are sold to pay off debts, the company ceases to operate, and the existence of the company is formally terminated.
    • During liquidation, the company's management is taken over by a liquidator, who handles the winding-up process.

    Business combinations

    • Merger: A business arrangement where two or more companies combine to form a single new entity, typically resulting in a new legal structure.

    Company Meetings

    • Statutory Meeting: A meeting legally required for newly formed companies within a specified period after incorporation.
    • Annual General Meeting (AGM): A yearly meeting of shareholders to discuss the company's affairs.

    Investment and Shares

    • Prospectus: A legal document that details the company's financial information, performance, and plans, providing potential investors with information before buying shares.
    • Uganda Stock Exchange: A platform for trading shares of public companies.

    Directors

    • A director must be of sound mind and above 18 years old, a discharged bankrupt is NOT eligible.

    Debentures

    • A debenture represents a company's acknowledgment of debt owed to another person.

    Managing Director

    • For statutory companies, the Board of Directors typically has the power to appoint the Managing Director.

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    Description

    Explore the fundamental concepts of company law, including nominal capital, shareholders' returns, and the different types of companies. Understand landmark legal cases like Salomon v Salomon and the process of liquidation. This quiz covers essential principles that govern corporate entities.

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