CITY UNIVERSITY OF HONG KONG

SCHOOL OF LAW

LW5962 Law Relating to Business and Companies

SEMESTER A, 2018/2019

Coursework Assignment

To be handed in to the General Office of the School of Law

By 29th October 2018, 6pm

PLEASE READ THE FOLLOWING INSTRUCTIONS:

This assignment is worth 50% of the course. The word limit of this assignment is
2,000 words, including endnotes/footnotes (but excluding bibliography). You are
required to submit the assignment printed on double-sided A4 paper only. The font
size of words must be of 12 with single line spacing. Please also note the following:

(i) You are required to strictly adhere to the policy of City University of Hong
Kong on plagiarism.

(ii) For some of the questions, you may be required to conduct further research
into the relevant law.

(iii) Any sources for your answer should be footnoted or endnoted in the paper.
You should cite authority (case law) to support your legal arguments, but again
these sources should be noted. Examples of proper citation:

Case: Liu Hon Ying v Hua Xin State Enterprise (HK) Ltd [2003] 3 HKLRD 347
Statute: s. 275(1) of the Companies Ordinance (Cap 32)

(iv) If the length of your assignment exceeds the word limit, your lecturer will
only mark up to 2,000 words, and no marks will be allocated for the extra
words that you provide. Please provide a work count on the front page of your
submission.
(v) No extension to the deadline will be granted. Late assignments will result in
one sub-grade deduction per day. No assignment will be accepted after 3
November 2017.
(vi) You must write down your 1) student number; 2) seminar section; 3) major
and cohort on the cover page of your assignment; and 4) your tutor’s name.
* NOTE: Five marks will be deducted if the above instructions are
not strictly followed.

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 ASSIGNMENT QUESTIONS
SEMESTER A, 2018-19

Instructions: Answer ALL questions below.

Question 1 (20 marks)

Wong & Co. (owned by Mr. Robert Wong) runs a toy manufacturing business. Robert
used to work as a laborer in a toy factory thirty years ago. Twenty years ago, he

ˋ
started Wong & Co. Robert is thinking of retiring soon. He has three sons, Andrew,
Melvin and Gilbert. “I would like to transfer my stake-holding in Wong & Co. to
Andrew. He will be able to lead the business well”, Robert said. Wong & Co. holds
three properties, a factory in Tsuen Wan and two offices in Sheung Wan. Robert
_ each of the offices in Sheung
would like to transfer _ Wan to Melvin and Gilbert
respectively.

Robert came to you for assistance in respect of the prospective transfer of business
interests and properties. He said, “In addition to the transfer, I would like to make all
three of my sons directors and senior managers at Wong & Co.”.

Advise Robert Wong.

_
Question 2 (30 marks)

Kennedy Hung is the owner of a physiotherapist clinic in Central. He bought the

clinic from his physiotherapy classmate, Rhoda Duong. Kennedy keeps the papers of
his business (which include share transfers and contract notes) in a safe at the clinic.

On 26 July 2018, a patient was injured when he accidently fell in the clinic and broke

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his spine. The patient later claimed that the floor outside the restroom in the clinic
was wet and no warning signs were put up. After a thirteen-month legal battle
between the patient and the clinic, judgment was entered in favour of the patient. The
aggregate damages amounted to HK$600,000.

Kennedy has come to you for advice. He believes the clinic only has HK$500,000
worth of assets (the scrap value of all the physiotherapist equipment). He said: “I can
chip in by selling my car, which I think is worth over HK$100,000.”

Advise Kennedy if he有

卖
是否 必要 ⻋车
needs to sell his personal assets to satisfy the judgment
debt.

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Question 3 (50 marks)

Wing Chan is the owner of “Duke Antonio”, a famous restaurant in Admiralty that

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specializes in Portuguese food. Duke Antonio is famous for its roasted suckling pig.
A food critic once wrote, “Without its suckling pig, the Duke is nothing.”

吗
To make this suckling pig, Wing uses a very special type of grill. The grill is in the
shape of a cylinder that ensures heat is emitted all around. The grill can get up to 400
degrees Celsius within one minute (with no need for pre-heating). Wing says these
features ensure that the “fantastic essence” of the suckling pigs is fully retained.

Duke Antonio’s grill broke down one afternoon. Wing decided to purchase a new
one. He contacted BBQ Smart Ltd, a company that specializes in grills. Ron Yung,
the sales representative of BBQ Smart Ltd introduced Wing to Model K. Ron ensures
Wing that Model K meets all Wing’s requirements and that it is the latest model from
Germany. Ron said, “it’s in cylinder shape and it heats up to 400 degrees within 30
second – that’s 30 seconds quicker than your old grill!” Ron added that Model K
captured 15 different industrial accolades, including “the Almighty Grill Award
2018”.

Wing was impressed and ordered the Model K for HK$2,000,000 on behalf of Duke
Antonio.

When Model K was delivered, Wing was shocked. It was not in cylinder shape! It
failed to heat up to 400 degrees within 30 second (in fact it only heated up to 300
degrees). Wing later discovered that Model K never won any industrial awards and
was in fact made in Cambodia (not Germany).

Wing lost many customers as a result. He had to replace the Model K with another
grill that costs HK$4,000,000.

Advise Wing Chan whether Duke Antonio has a claim against BBQ Smart Ltd.

END