The University of Hong Kong

Department of Law

Academic Year of 2019-2020

Examiner’s Report

[This report will be posted onto intranet immediately after the release of exam results]

Course code: LLAW2012 Course title: Commercial Law

Date: 27 January
Report prepared by: Stephanie Wong 2020

There are four questions in total, 2 in Part A, 2 in Part B. Students have to choose one
question from each part to answer.

General Remarks

There are quite many issues in the problem questions, and with the word limit, students
are expected to provide their answers in a very succinct and clear manner.

Marks will be deducted for students who have exceeded the word limit – as stated in
the instructions. Students have generally been able to exercise good and reasonable
judgment as to what materials to be put in footnote.

Since it was a take-home exam, the difficulty of the questions were raised. However,
students were able to grasp most of the issues and address them adequately.

Question 1

Students generally did quite well.

Some students missed some of the issues, such as:-

- the tightness of the underarm
- the vagueness and ambiguity of the instruction to look “the best” and “sparkling”
(which may just mean it has to look charming and beautiful)
- whether the sale is in the ordinary course of business
- reliance – particularly whether the defect has a relationship with the reliance
- the sale of the flat – does it fall under s.2 of SOGO at all? Good students have
been able to identify this issue, and better students have been able to argue
whether the chattels inside the flat are goods

For the sand painting, most students can identify the issues about undisclosed agency
and whether it is a contract for sale or contract for work and materials.

In general, students did well. Some students did not address remedy issues, which
they are reminded to do when answering problem questions.

Question 2

Students generally did quite well.

Some students missed some of the issues, such as:-

- the ambiguity of “stake held” – whether it meant blocked
 - the peculiar feature of the share pledge where the transfer of ownership only
occurred after default, but not at the time of the agreement
- the irrevocable guarantee not executed by the purported guarantor
- the peculiar feature that company is allowed to deal with assets but not dissipate
them

As to the retention of title clause and passing of risks and applicability other implied
terms in SOGO as well as hypersensitivity of the buyer, students are generally able to
answer adequately. Perhaps students can do slightly better and discuss more on the
validity of the retention of title clause extending to the finished products.

Questions 3 and 4

Students are generally able to breakdown and address the key elements of the essay
questions. Students are also able to address both the descriptive and normative
aspects of the questions.

One key differentiating factor is whether the student can logically and persuasively back
up the stance and theses they advanced.

For students who were able to come up with some novel ideas as opposed to
rehearsing what was discussed in lectures and tutorials are also rewarded, subject to
the persuasiveness of their arguments.

Particularly for Question 3, students who have been able to comment on the “inter-
relationship” between the law on apparent authority and ratification are rewarded.