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Fundamentals Level – Skills Module

Corporate and Business Law (Botswana)
Tuesday 8 June 2010

Time allowed Reading and planning: Writing:

15 minutes 3 hours

ALL TEN questions are compulsory and MUST be attempted.

Do NOT open this paper until instructed by the supervisor. During reading and planning time only the question paper may be annotated. You must NOT write in your answer booklet until instructed by the supervisor. This question paper must not be removed from the examination hall.

The Association of Chartered Certified Accountants The Botswana Institute of Accountants

Paper F4 (BWA)

(10 marks) 4 In relation to employment law: (a) explain the meaning of ‘constructive dismissal’. (c) by estoppel. (b) by ratification. (d) by necessity. (2 marks) (2 marks) (3 marks) (3 marks) (10 marks) 2 . (10 marks) 7 In relation to the law of agency. (b) the rules relating to the revocation of an offer. (10 marks) 6 In relation to the law of delict. (5 marks) (5 marks) (10 marks) 3 State and explain the remedies available for breach of contract. (b) state the remedies available in relation to a successful claim for unfair dismissal. explain how an agency relationship can be established in the following ways: (a) by agreement. explain the following: (a) the rules that govern the acceptance of an offer. (10 marks) 2 In relation to the law of contract.ALL TEN questions are compulsory and MUST be attempted 1 State and explain the rules that govern the interpretation of statutes in Botswana. (5 marks) (5 marks) (10 marks) 5 Discuss the legal principles that govern the liability of partners towards third parties. explain the elements of passing off.

Required: Advise Richard. .T. Required: (a) Explain the meaning.000·00. He has discovered the above state of facts and is aggrieved. The company was incorporated as Conman Properties (Pty) Ltd. They disclosed to them that they had made a profit of P410. They further bought a house in Extension 12 on behalf of the unborn company for P40.000·00 but Dipogiso and Kitso negotiated with the vendor and paid P450. He does not wish any great risk to be involved in his investment and he also would like to have ready access to cash if the need arises. (4 marks) (10 marks) 3 [P.000·00 on the house. The advertised price for the flats was P600.000·00. Dipogiso and Kitso bought a piece of land in Gaborone West for P200. of the following: (i) (ii) (iii) (iv) ordinary shares. They paid themselves partly in cash and partly in shares in the company. P200. debentures secured by a floating charge.000·00. Before the company was incorporated. and suitability for Liyanda. (6 marks) (b) Advise Liyanda as to whether it would make any difference to him if he invested in: (i) a private company.O. The directors assented to these profits. They also bought a block of flats in Tsholofelo. Dipogiso and Kitso sold the land to the company for P400. and their secretary Violet as the directors. has just retired from his employment with a pension and a lump sum payment of P200. (ii) a public company. their accountant Sipho.000·00 with the intention that the house should be used as offices of the company. They appointed their friend Nkwe. but has absolutely no knowledge of business or investment.8 Dipogiso and Kitso owned a business involved in property development. the flats for P800.000·00. They decided to incorporate their business.000·00 on their sale of property to the company broken down as follows: P200.000·00. (10 marks) 9 Liyanda.000·00 on the land. Richard is a shareholder in the company. and the house for P50. and P10. who is 65 years old.000·00 for them on account of their poor state of repair. debentures secured by a fixed charge. He is keen to invest his money. preference shares. (iii) a public company listed on the stock exchange.000·00 on the flats.

Tsodilo Mines Ltd’s fortunes are suddenly reversed and it purchases the land from Kagiso Investments (Pty) Ltd for P2 000 000·00. After Tsodilo Mines Ltd has been working the new mine for six months. Required: Advise the directors of Tsodilo Mines Ltd as to the legal position. It is later discovered that the land is very rich in platinum. Themba and Tumi are two of the directors. The board of directors is offered land adjoining one of its present quarries in Mahalapye with a view to working it. while remaining directors of Tsodilo Mines Ltd. but they decide that the company is in such a bad financial state that it cannot afford the land. Kagiso Investments (Pty) Ltd. Themba and Tumi do not reveal their interest in the matter. subsequently form another company. the other directors discover what has taken place.10 Tsodilo Mines Ltd is a company which mines nickel. (10 marks) End of Question Paper 4 . Themba and Tumi. which purchases the land for P700 000·00.