Innovation and Government Intervention

Running head: BUSINESS LAW
BUSINESS LAW
Name of the Student
Name of the University
Author Note

BUSINESS LAW1
Question 1
The issue in the given scenario is that to what degree the statement of the lecturer can be
considered to be adequate in relation to the appropriate business structure.
A ‘general partnership’ or simply a ‘partnership’ is considered to be formed or
established when two individuals or more than two individuals may commence and continue a
particular business that is in common with the motive and the viewpoint of making profits.
Usually, the maximum quantum of partners that may be permitted in connection to a partnership
business is the twenty. The partners who may be involved in a specific partnership business may
be corporate institutions or certain individuals. The concept of distinct legal personality does not
exist in case of partnership. The assets relating to the partnership are collectively owned by the
partners and each partner shall be considered to be separately accountable regarding the
liabilities and debts arising out of the partnership. There shall be no limit regarding the private
accountability of the partners in connection to the entire debt amount. Although, it may be said
that the partners may decide the ratio in relation to their respective accountability in connection
to the losses and debts of the business. Regarding the formation or creation of partnership, it
must be mentioned that formal steps are mandatory to establish a partnership. As long as the
existence of a particular relationship is in force, where two individuals or more than two
individuals continue with a business with the common intention of making profits, the law shall
identify and acknowledge the presence of a partnership. Section 2 as provided in the Partnership
Act generate certain specific rules and guidelines in connection to the determination of the fact
that whether there is any existence of a partnership. A particular agreement between the partners,
which may be written or oral, gives effect to a partnership (Lin, 2019).

BUSINESS LAW2
A company is considered to be an entity or a body, which is registered as per the
Companies Act. A company has a distinct legal existence separate from its managers and other
members. Specifically, a private company or organization is one which confines or limits the
right and privilege of the members in connection to the transference of their shares in the
organization or company. In case of a private company, the maximum quantum of members shall
not be more than fifty. A limited shares private organization or a company would mean that the
accountability of the members shall be restricted to the unpaid amount in relation to the shares
that are held by the members. A company shall be able to start a business only after the company
is incorporated and the ‘certificate of incorporation’ is received. It is essential that a MOA and an
AOA (Memorandum and Article) is prepared by the management of the company before the
commencement of the business (Kashyap & Parihar, 2019).
Therefore, it may be said that in the given scenario, the most suitable business structure
for Ong, Chong and Tan would be the partnership form of business, as it is easy to start a
partnership business. However, a company form of business would require a huge amount of
paperwork as it is essential that the company is incorporated and the ‘certificate of incorporation’
is received, and a MOA and an AOA (Memorandum and Article) is prepared by the management
of the company before the commencement of the business.
To conclude, it can be said that the lecturer’s advice can be considered to be adequate in
relation to the appropriate business structure.

BUSINESS LAW3
Question 2
The issues in the provided scenario are as follows:-
a) What shall be considered to be a trademark and how it may be possible for the brothers of
Charles to utilize trademark in relation to the companies that are governed by them.
b) Whether Mrs. Ong, Barry and Andy have violated their responsibilities as the directors of
Bougainville Garden Pte. Ltd, and what might be the consequences that might be faced
by them.
c) What shall be the rights that Charles may possess by being a shareholder of the company
named Bougainville Garden Pte. Ltd, and what shall be the remedies that may be availed
by Charles as per the common law or the Companies Act.
A trademark shall be considered to be a symbol, like a logo or a brand name, which is
utilized by a business in order to distinguish between the services and the goods that are
produced by them. In the nation of Singapore, a trademark is protected in order to protect it as
per the Trade Marks Act of the year 2005. Although, one may seek protection and fortification
(in case the trademark is not registered) as per the common law right relating to ‘passing off’
(Wang, 2018).
The case of Percival v Wright [1902] 2 Ch 401 shall be considered to be a significant
case in relation to the obligations and responsibilities of the directors in any particular
organization. In this particular case, it was held that the directors shall be obligated towards any
specific organization on the basis of loyalty. Their responsibility shall not be extended in respect
individual shareholders. The principle forwarded in this case is regarded as good law. The ruling
of this case was followed in the case of Johnson v Gore Wood & Co [2000] UKHL 65.