Business Law: Code of Conduct, Director's Duties, Financial Records, Privacy Act, Due Diligence

This document discusses various aspects of Business Law including Code of Conduct, Director's Duties, Financial Records, Privacy Act, and Due Diligence. It provides insights into the legal requirements and implications for businesses. Suitable for students studying Business Law.

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Business Law

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Table of Contents
Part B..........................................................................................................................................3
Answer to question 1..............................................................................................................3
Answer to question 2..............................................................................................................3
Answer to question 3..............................................................................................................4
Answer to question 4..............................................................................................................4
Answer to question 5..............................................................................................................4
Reference List............................................................................................................................6

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Part B
Answer to question 1
Any policy with regard to Code of Conduct implies the governance of any organisation in a
proper and appropriate manner thereby leading to the prevention of malpractices to a great
extent. The Code of Conduct for ABC Importers Limited would imply the prevention of all
kinds of malpractices with regard to its overall modus operandi accordingly (Becker, 2018).
It would also lead to the mutual co-operation amongst the staff of ABC Importers Limited in
an incredible manner without any kind of major hurdles and obstacles (Davies, 2016). If the
contractors are directly involved in the projects of the ABC Importers Limited, the Code of
Conduct would apply to them also since they would be in receipt of the respective wages on
being responsible for the completion of the tasks on a timely basis thereby leading to
comprehensive solutions accordingly. Any kind of breach of the Code of Conduct by any
person engaged with ABC Importers Limited would result in stringent action to be
undertaken (Tweedale, Czachor and Wright, 2017). Taking into consideration about the
ongoing issues with regard to the modus operandi of ABC Importers Limited, it is imperative
that the Code of Conduct would help in the resolution of such issues in an effective and
efficient manner thereby leading to the professionalism amongst the staff of ABC Importers
Limited to a great extent (Cramer, 2017). It is further projected that the Code of Conduct
would help in the improvement of the overall functioning of ABC Importers Limited to a
drastic level which may lead to t a total overhaul of the administration of ABC Importers
Limited accordingly (Mamic, 2017). The aspect pertaining to the application of the
respective Occupational Health and Safety legislation would also help in the formulation of
the Code of Conduct in the desired manner.
Answer to question 2
A director is required to hold a specific set of qualifications as far as holding of shares is
concerned as per the articles of the respective company as per Sub-section 1 of Section 223 of
the Corporations Act of 1989. It further states that if no such qualification is held, it is to be
obtained within two months of being appointed as a director. Sub-section 2 of Section 223 of
the Corporations Act of 1989 implies that the qualification must not be held by two or more
directors on a joint basis. Section 180 of the Corporations Act of 2001 implies that duty to
take care and due diligence on part of the directors of the company as far as its best interests

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are concerned. In accordance with Section 181 of the Corporations Act of 2001, the directors
must execute their powers and functions based on good faith thereby implying the best
interests of the company or corporation concerned accordingly. Section 182 of the
Corporations Act of 2001 implies that the directors are barred from using their position for
their own interests which would be eventually detrimental to the organisation. Section 183 of
the Corporations Act of 2001 implies the proper use of information by the directors as far a
the benefits of the organization is concerned. With regard to Section 184 of the Corporations
Act of 2001criminal offences pertaining to directors may apply on grounds of dishonesty or
providing of false or misleading information as far as deception is concerned (Horne, 2017).
The aspect pertaining to removal and disqualification of directors is dealt with the court of
competent jurisdiction as per Section 206C of the Corporations Act of 2001. The aspects
pertaining to pecuniary penalty with regard to civil offences are dealt by the court of
competent jurisdiction in accordance with Part 9.4 B of the Corporations Act of 2001
(Bottomley, 2016).
Answer to question 3
The financial records are to be maintained by the company in a proper and appropriate
manner as implied by the relevant provisions enshrined and envisaged in the Corporations
Act of 2001. The other legislative requirements imply the keeping of records in such a
manner that the Australian Tax Office can understand and conclude upon the assessment
pertaining to taxes as far as the Income Tax Assessment Act of 1997 is concerned. The
appointment of a Chief Financial Officer would play help in the supervision of the aspects
pertaining to the controlling of the accounts in an effective and efficient manner as far as the
maintenance of financial records in a proper and appropriate manner is concerned. As a
result, the issues raised by Alan with regard to the poor handling of accounts would be
resolved accordingly thereby leading to the drastic improvement in the operation of the
financial aspect of the company ABC Importers Limited. Section 286 of the Corporations Act
of 2001 implies that a company is under an obligation to maintain and keep records
pertaining to fiancés in the form of invoices, receipts, book entries, cheques, bank statements
and other documents pertaining to finances in a proper and appropriate manner. It can also
include electronic records but must be ultimately printable.
Answer to question 4
The legislation which would pose risk for ABC Importers Limited is the Privacy Act of 1988
since some of the workers in the ware house made physical contact with a lady in an

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inappropriate manner who is a new member of the staff of ABC Importers Limited. The
person who was accused was Peter, brother of factory manager Sue. He has been involved in
similar kinds of incidents by making lewd remarks against ladies at the warehouse. However,
Peter was simply sent home during the Christmas party where the matter was being discussed
and was advised not to drink more. If such an incident is repeated again on part of Peter,
claim for sexual harassment with regard to the intrusion of privacy may be filed accordingly
in the court of competent jurisdiction or nay concerned forum in order to address the issue
accordingly. As a result, it would have a detrimental effect over the modus operandi of the
company ABC Importers Limited. Schedule 3 of the Privacy Act of 1988 would be
applicable accordingly as far as National Privacy Principles are concerned since ABC
Importers Limited is under the ambit of the private sector (Catania and Lee, 2017). In this
regard, the Office of the Privacy Commissioner would have an important role to play in the
absence of the aspect of any code pertaining to privacy as issued by ABC Importers Limited.
Answer to question 5
The aspect pertaining to due diligence on part of John and Alan with respect to the laws of
the European Union or the country in question is to be complied with in the desired manner.
In the next meeting of the Board, the aspects pertaining to the legalities involved in the entry
and expansion of businesses in Europe needs to be discussed in a proper and appropriate
manner (Howson, 2017). The legislative framework of the European Union must be analysed
in a proper and appropriate manner along with the ones in the countries in question so as to
observe both domestic and international aspects. It should be taken into account that the
expansion must result in the beneficial aspects of the company ABC Importers Limited as far
as the relevant provisions enshrined and envisaged in the Corporations Act of 2001 are
concerned (Du Plessis et al., 2017). As a result, Section 180 of the Corporations Act of 2001
must be taken into account as far as due diligence is concerned. It is to be seen whether there
are companies in European Union which may pose competitive threat to the company ABC
Importers Limited. If it is detected and identified so and still John and Alan carry on with the
activities pertaining to the expansion of the company ABC Importers Limited in Europe,
penalties up to two hundred thousand dollars may be imposed upon them as decided by the
court of competent jurisdiction in accordance with Part 9.4B of the Corporations Act of 2001
(Caiazza and Volpe, 2015). They may also be disqualified as holding positions in the form of
directors of companies in the future in accordance with Section 206C of the Corporations Act
of 2001. Intentional dishonesty on part of John and Alan would be regarded as criminal

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offence in accordance with Section 184 of the Corporations Act of 2001 as far as expansion
in the market of Europe is concerned. As a result, all the aspects pertaining to the feasibilities
involved in the expansion of ABC Importers Limited in Europe must be disclosed
accordingly by John and Alan in the next meeting of the Board in accordance with Section
191 of the Corporations Act of 2001. The aspect pertaining to Corporate Governance at the
international level must be taken into account as far as the compliance with basic ethics in the
conducting of business is concerned accordingly (Galpin, 2019). It would lead to the
reduction of malpractices in businesses to a huge level thereby leading to the rise in the level
pertaining to reputation of the company to a considerable extent in the global level.
Malpractices in the form of misconduct and deception would lead to the driving away of
business by the countries where such a business intends to enter and expand itself
accordingly. As a result, it is imperative that undertaking due diligence on part of Alan and
John with regard to expansion of their business is essential.

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Reference List
Bottomley, S., 2016. The constitutional corporation: Rethinking corporate governance.
Abingdon: Routledge.
Catania, P. and Lee, T., 2017. Watching the watchman: Full federal court rejects Australian
privacy Commissioner's stance on metadata. Governance Directions, 69(3), p.178.
Du Plessis, J.J., Großfeld, B., Luttermann, C., Saenger, I., Sandrock, O. and Casper, M.,
2017. German corporate governance in international and European context. Berlin:
Springer.
Howson, P., 2017. Due diligence: The critical stage in mergers and acquisitions. Abingdon:
Routledge.
Tweedale, D., Czachor, N. and Wright, I., 2017. Queensland's environmental laws prevail
over Cth Corporations Act. Australian Environmental Law Digest, 4(2), p.5.
Galpin, T.J., 2019. Avoid M&A assimilation heartburn: an actionable model for cultural due
diligence and integration. Strategy & Leadership.
Caiazza, R. and Volpe, T., 2015. M&A process: a literature review and research
agenda. Business Process Management Journal, 21(1), pp.205-220.
Davies, P.W., 2016. Current issues in business ethics. Routledge.
Cramer, J., 2017. Corporate Social Responsibility and Globalisation: an action plan for
business. Routledge.
Mamic, I., 2017. Implementing codes of conduct: How businesses manage social
performance in global supply chains. Routledge.
Becker, G.K., 2018. Moral leadership in business. Contemporary Issues in Leadership,
pp.237-257.
Horne, A., 2017. Call for review of Corporations Act. Governance Directions, 69(8), p.450.

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