Business Law and Corporate Governance

This assignment delves into the realm of business law and corporate governance. It examines various legal aspects influencing businesses, including contract law, corporate structures, and strategic decision-making. The provided readings explore concepts such as website evaluation in tourism, the anatomy of corporate law, non-contractual relations, and the role of strategic contracting. Additionally, the assignment touches upon ethical considerations in business, organizational behavior, and legal frameworks governing financial markets and corporate liability.

BUSINESS
LAW

Table of Contents
INTRODUCTION...........................................................................................................................1
TASK 1............................................................................................................................................1
P1 Sources of law and particular law that organization must comply with................................1
TASK 1............................................................................................................................................2
P1 Sources of law and particular law that organization must comply with................................2
P2 Role of government in law designing and its application in justice court.............................3
M1 Effectiveness of legal system in terms of recent changes and developments.......................4
TASK 2............................................................................................................................................4
P3 Impact of company, employment and contract law upon business.......................................4
1) Steps need to take and restrictions or any issues to developing and naming firm..................4
2) Rights of Employee in relation to employment......................................................................5
3) Buyer in regards to late delivery of goods .............................................................................6
M2 Analyse potential impacts of regulations, legislation and standards....................................6
D1 Critical evaluation of legal system and law..........................................................................7
TASK 3............................................................................................................................................7
P4 Legal solutions for business problems...................................................................................7
1) Suggestion for company whether pay employee for their work.............................................7
2) Recommendation given to bank on distribution of company assets to creditors....................8
P5 Justification for using appropriate legal solutions.................................................................8
a) Justification on suggested idea for limited company..............................................................9
M3 Positive and negative impact of legal solutions to business issues......................................9
D2 Evaluate the use of suitable legal solutions in compared with alternative legitimate advice
.....................................................................................................................................................9
TASK 4..........................................................................................................................................10
P6 Recommend legal solutions based upon distinct country system........................................10
1. Advise the company of their legal rights to resolve the dispute at arbitration......................10
M4 Comparison the effectiveness of these suggestion.............................................................11
CONCLUSION..............................................................................................................................11
REFERENCES..............................................................................................................................12

INTRODUCTION
Business law is consist of various acts, amendments, norms, rules and regulations that is
applied on corporate world while running an organization. In fact, it helps in various manner
such as; protect innocent buyer and seller from exploitative activities. Main objective of
legitimate bodies is to create a nation free from various wrongful conducts in order to maintain
the peaceful environment at societal place (Allen, 2017). Therefore, assignment is fully based on
several laws which is used by corporate companies while performing their business activities.
Basically, report is classifying into four parts for getting aware about the legal solutions which is
used by enterprise to resolve complicated situations that might incurred at workplace. Along with
this, an effective memo is also going to designed showing proper suggestion to required people.
Thus, report is throwing lights on several major subject area of law such as; sources of designing
law, role of governing bodies, impact of several acts enacted by legal bodies on business
activities hence forth.
TASK 1
P1 Sources of law and particular law that organization must comply with
Law refers to general rule of the human behaviour in state. This applies to all the peoepl
of country and state. Sources of law are origins of legislation, binding regulations which enable
to govern territory. The main sources of legislations in United Kingdom are common law, state
and federal statues, administrative law, case law etc. It is a main responsibility of an organisation
as well as country people to do along with the activities by following all the legislations in an
effective manner (Chemerinsky, 2016). The parliament of United Kingdom developed Legal
bodies are playing a very useful role in eradicating wrongful activities from societal place by
applying numerous of suitable acts on every situations. Basically, their main objective is to
prevent common people from exploitative activities which may hamper their day to day life in
various manner. In fact, it is beneficial for entire world and corporate park in various manner
which is discussed as follows:-
 Law and order are promoting common good within the society.
 Prevention against violence by applying several laws at marketplace.
 Minimizing child labour from marketplace.
 Developing the society by offering best opportunities .
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Hence, it has been analysed that before making an effective or useful acts for public
development legal bodies are consulting with suitable sources as well as go through appropriate
procedure. Therefore, various sources of laws are described as follows:-
 Constitutions:- Every nation is having their separate constitution which is designed on
the basis of certain terms and conditions in order to offer best right to common people. In
fact, it is known as a fundamental law of a nation which is classified into various parts for
understanding the need of human beings. It helps in analysing the requirement of people
in order to act as per circumstances need.
 Case law:- As per this element it is analysed that number of cases are incurred at
marketplace due to occurrence of various problems which may affect the public in
various ways. However, it has been understood that sometime judgement of previous
cases supports the complicated one by guiding towards corrective path. It means, legal
bodies are enforced to design an appropriate law on the basis of certain acts in order to
overcome issues or problems. Example: Foakes v Beer 1884 L.R. 9A.C.605, the case was
related to the part payment of debt will not terminate the debt, in the absence of
consideration. In the case of Browne v Dunn 1893, matter related to the dispute must be
asked in the cross examination.
 Executives:- European Commission is the essential part of European Union, as it is the
main body of executive. According to the Article 17(1) of the Treaty of European union,
it is the duty of commission to promote the general interest of the Union. A commissioner
should be entirely independent that he is not entitled to follow the instruction of the
government, as per article 17(3). The Council or Parliament act as de-facto mediator.
It is essential for an organisation to comply with the laws, enforced by the government, such as
Employment Right Act 1996 for the conservation of employees right and Sale of Goods Act
1979, in order to mange the sale of products.
P2 Role of government in law designing and its application in justice court
Government plays a necessary role in making legislations as well as their implementation
which are beneficial for people, society and business firms. Parliament members is responsible
for the constructing different laws because parliament has more powers which are used through
its members in order to protect nations from any kind of crime as well as exploitation. Parliament
is a main body with the legislative authority in United Kingdom. The laws are constructed by the
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process of introducing a Bill in the legislature. Bills are usually a Public, Private and Hybrid Bill.
A Private Bill is proposed for enacting the laws related to individual or group of people. The
Public Bill are the proposal for the enactment of laws that obliges with public issues. A hybrid
Bill is such in which the private interest are being affected by a public bill.
There are certain steps according to which a law is being enforced. The bill is is first
proposed in the legislature, which is considered as First Reading, then in the Second Reading a
discussion on the key areas of the bill is done. When there is any change it is made by voting
process at committee stage. Further the report is send for its examination, if there is any
amendment then it is done by the way of voting. The third reading is a tidying up stage . After it
has been passed by the legislature the bill is presented before the Queen, and after its approval it
becomes a law or “Act of Parliament”. Parliament approves and debate new legislations
proposed through government (Crane and Matten, 2016). House of Lords and House of
Commons both develop parliament. During incorporating new policies or legislations, firstly
there is a need to present proposal in front of the assembly for taking consent of each members
which are present in parliament. The most authoritative legislation of England is Statutory which
is comprise Parliament Act, bye- laws and regulations. In an absence of statutory law, common
legislations with state principles decisions forms source of legislations which are based on
judicial custom, decisions and also usage. Statuary as well as common law both are applied on
justice court.
Common law- This legislations evolves with the new decisions which are made through
judges in a court. Its operational level is procedural. In addition to this, decisions are made in the
judicial precedent and appellate courts. System of common law provides pre- eminence to
common legislations as it includes an unfair treatment to same facts in various manner in the
various conditions.
Statutory law- It is formal body of legal system which includes of written law. It is
based on the regulations and rules either prohibiting or mandating specific behaviours of general
public. On the other hand this legislation allows judges to decide those cases which are based on
rulings of previous cases with the same situations (Dunning, 2013).
There are different kinds of government agencies which are sable to issue the statutory
legislations. Generally, decision of judge will depends on combination of common as well as
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statutory law. It means that the judges will unified case precedent and written statues at then time
of issuing ruling.
M1 Effectiveness of legal system in terms of recent changes and developments
Legal system is very effective in order to make changes as well as development of
country. It is an entitlement to unbiased and fair hearing which consists recognition of the
prevailing values of community and also basic rights of human. It plays an essential role in the
recent developments and reform through modifying their current legislations, beliefs and also
norms which are adopted as well as used through different business firms in context to develop
healthy and friendly environment (Frank and Bix, 2017). Legislations are helpful in make better
changes in the development of country and enhancing growth rate.
TASK 2
P3 Impact of company, employment and contract law upon business
Corporate world is going through various problems due to changes in several factors
which affects the success of an organization. In fact, laws are playing a major role in overcoming
various problems of employees by introducing several acts such as; equal remuneration acts,
wages act and so on. Thus, number of laws help an organization in resolving various issues and
barriers. Hence, few measures which must be taken by managers is discussed as follows:-
1) Steps need to take and restrictions or any issues to developing and naming firm
At the time of creating new business, there are some difficulties or complexities are faced
through owner of an organisation. It is essential for the owner of the company comply with the
rules mentioned in the Companies Act 2006. A company must be incorporated under his act.
There are certain steps which need to be followed while starting a new company. These
are, forming a Memorandum of Association,a document which provides the information of the
relation between the shareholder and the liability of a company. Article of Association, is such
document which deals with the rules and regulation of a company, it is for the regulation of
rights and duties of its members. A statement of compliance is made to the registrar and list of
officer is made which has been employed in the company..
When a person creating and naming a company, then it is necessary that owner should
follow all legal steps. There are some steps which need to taken for incorporate new firm and its
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naming, Firstly, there is a requirement to check that name of firm was not already taken and then
give six names as well as major objectives of an organisation.
 According to Prevention of Improper Use Act, 1950 it needs to be assure that name
should not be exist before on the portal.
 Apply concerned RoC in order to ascertain name availability in eForm1 A through
logging in portal. Among the 6 names, only one name taken which is not exist before
(Hopkins, 2011).
 After approval of name, applicant can be applied for the registration of new organisation
through filling needed forms (Form 1, 18 and 32) with in the 60 days.
 Arrange for articles and memorandum of association through solicitors through RoC.
 Get articles and memorandum of association signed through two subscribers and
witnesses through at least single individual.
 Login to portal and fill forms and also attach necessary documents which are listed in
eForm.
Other than these points, there are some issues which can be arise at naming company and
these are:
 Other firm can misuse the name of firm.
 New company can not be incorporated.
It is necessary for company to follow all the legal procedure while naming as well as
incorporating and organisation. But in case firm can not follow corrective steps then it will be
negatively impacted and firm can be wind up and penalties will be imposed.
2) Rights of Employee in relation to employment
Employment is relationship among two different parties which are based on contract. All
the workers have large number of rights which need to laid down carefully to assure that all
people are treated in a fair manner through their managers (Hung and Law, 2011). There are
some employee rights in regards to employment given below as above:
 There is a right to employees to free from all types of harassment and discrimination.
 Protection against an unlawful reductions from the wages.
 Firm can not forced employees to work not more than 48 hours in week unless they agree
for extra working.
 Rights to take parental leave
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 Rights of employees are fair compensation, freedom, privacy and also free from any kind
of discrimination.
 Employees have right of safe working environment which is free from the dangerous
situations, safety hazards and toxic substances.
The Equality Act 2010, safeguard people from any exploitation regarding the
discrimination in the their workplace. The act was enforced to perform such acts like
harmonising equality laws and to eliminate discrimination in the workplace. Also it provides
protection against discrimination of gender, region, payment to employees, to end the
victimisation in certain cases. The act is not obliged with the guarantee of employment to
transgender.
James v Eastleigh, 1990 is a landmark case related to discrimination in accordance with
UK labour law. In this case, James the argument was against the sex discrimination as he was
entitled to pay the fee of using swimming pool but not his wife. Lord Ackner, Lord Bridge and
Lord Goff decided that it was a direct discrimination under Sex Discrimination Act 1975 section
1(1). Also, in the case of Weathersfield v Sargent 1999, is related to race discrimination. Sargent
was appointed at car-hire company, she was told to reject the calls made by the coloured and
Asian people, which she found appalling. She then file a suit for such discrimination. It was
said , according to the Race Relations Act 1976, "A person discriminates against another in any
circumstances relevant for the purposes of any provision of this Act if (a) on racial grounds he
treats that other less favourably than he treats or would treat other persons".
Now, if see the situation of the said case it was true that Smith was discriminated cause
he was from different tribe, but the act he did was also wrong for not appointing the people from
Lagos. It is the right of people of Lagos to get a job in his company, which he cannot deny, if
does so then he has to bear the consequences.
It is necessary that each employee should know about their rights in a proper manner. If
all employees will know about their rights then there potential affect will be positive. Employees
will treat their workers in a fair manner and will not go against their rights. From this chances of
absenteeism of employees will be less.
3) Buyer in regards to late delivery of goods
Seller is responsible to deliver better quality of goods to buyer on right period of time and
it is necessary that products should be specify or according to needs to buyers (Kraakman and
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Armour, 2017). In case if seller provides late delivery of goods to buyer then buyer can sue case
on seller and can demand of compensation from the seller. On the other hand buyer can declare
contract avoided. Consumer Rights Act, 2015 states that consolidated current customer
protection legislation and provides buyer many rights as well as activities. This act is helpful in
make modifications to rights to the return for faulty products for refund purpose, adding some of
the new rights on buy digital content and replacement (Law, Qi and Buhalis, 2010). From the
late delivery of goods, business of seller can be impacted like productivity will be reduced and
brand image will negatively affected.
According to section 28(3), it is the duty of supplier to deliver the goods without undue
delay, in the case, when time period has not been specified and it shall be not more than 30 days
from the day on which the contract was made.
As per section 19 (3), a consumer can reject the goods for a short-term, section 20 and 22,
has right of replacement and rebuild the goods, section 23, also he can reduce the price of good
or can finally reject such, section 20 and 24, in the case when the goods that are being delivered
are of not the quality of the nature as per the conditions mentioned in the contract, caused due to
breach of it as per sections 9, 10, 11, 13 and 14, or under section 16, these are all consumer
rights.
Since, the goods were not delivered to the Smith within the month then he is entitled for
the compensation and rights as mentioned in the above section.
M2 Analyse potential impacts of regulations, legislation and standards
Impact of regulations Legislations Standards
The regulations are developed
through organisations.
These are formed through the
parliament and government of
country.
These are developed by
committee.
Its impact on the long- term
investment of an organisation.
If firm will not follow
legislations then government
can file the penalties on it.
It gives an information and
evidence on affect and the
business case of the
sustainability standards.
Make changes on FLSA
Exemption Revisions
Affect business in customers,
competition, employment,
These are not legally bound on
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environment etc. parties.
D1 Critical evaluation of legal system and law
English legal system is systematic legislations which is expanded outside the national
boundaries. Legislation is law which is developed through legislature. The main objective of
legal system is to develop the environment better as well as free from exploitation along with the
corruption through an uplifting society (Macaulay, 2018). The legislation of every country is
different from each other. In United Kingdom, legislations are developed through parliament.
United Kingdom of Northern Ireland and Great Britain included four categories such as Northern
Ireland, England, Wales and Scotland. Under this, there are four sources such as Common law,
European Convention, legislation and European union law. All are use for different purposes.
Like for an instance, if there is a case of theft then it is considered in a common law and under
this decisions are taken in the court through judge.
TASK 3
P4 Legal solutions for business problems
To:- Dean Rizvi LTD
From:- Legal executive
Date:- 21st April, 2018
Legal principle to advise DRL
According to the case, a contract has been constructed between John White and Dean
Rizvi Ltd, for making a computer programme. John started working on the project but became
ill and was not able to continue the contract. A special contract was made for the final
completion of work, in order to get payment with higher rate. A special contract is also known
as explicit contract, according to which the terms and condition of the contract has been defined
in detailed.
According to the principle of contract, there are its certain essential elements. There must
be an offer and to that there shall be an acceptance with consideration. A contract is an
agreement which is enforceable by the law. In this case there is a valid contract because an offer
was made by the DRL to the John, for that he accepted to oblige with the condition of the
contract. An explicit condition was made for the payment of higher rate on the final completion,
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but it was not completed as per such condition. Here John is liable for the payment of the job he
has done, he is not liable for the higher rate of payment as the work was not a finally completed.
A contract can be terminated in certain ways. When the contract was made for the
completion of any job and it became impossible to complete such job, then a contract could be
terminated. Also when the contract has been executed then the validity of the contract ends up.
Apart from that, on the breach of contract, it shall be terminated. Breach of Contract is, non-
performance of the job according to the conditions of the contract. (Blackpool and Fylde Aero
Club Ltd v Blackpool Borough Council, 1990).
In Hoeing v Isaac (1992), it was contracted for furnishing of the apartment of Isaac by
Hoeing for £750. When the job was completed, problem related to bookcase and wardrobe
arise, which would cost him 55 euros to mend it, but Isaac was reluctant to pay the outstanding
amount. The judgement that came out was that the claimant has completed his job and was
entitled for the agreed terms without the costs of defects.
From the above analysis there is an expressed contract made by the parties, do terms
shall be according to the principle of expressed contract.
P5 Justification for using appropriate legal solutions
Governing bodies are playing a very useful role in reducing various legitimate issues by
taking corrective measures. Along with this, by taking consent of various MLA and MPs legal
department (Eren and et. al., 2012). Legal solutions is very useful in protecting rights of common
people, employees and staff members because it aids in
To:- Dean Rizvi LTD
From:- Legal executive
Date:- 21st April, 2018
a) Justification on suggested idea for limited company
In Cutter V Powell, 1795, Cutter a sailor was made a promise to be paid after ten days of
the arrival at Liverpool, he will be paid by Powell a certain amount of money, “provided he
proceeds, continues and does his duty as second mate in said ship from hence to the port of
Liverpool.” Cutter died before the arrival and his wife file a suit for the due wage. Since, the
contract was expressed and would be executed only if the ship has reached at Liverpool, but this
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doesn't happen, so no due amount was their for his job.
Similarly, John entered into an expressed contract and he failed to comply with the
conditions of it, so he was also not liable for the due payment of his partial performance.
M3 Positive and negative impact of legal solutions to business issues
In order to over come with business problems, several legal solutions are provided. It
assists management in decision making process towards working practices and process. The
main purpose of such legal solutions is formalize and standardize the problems and determine
suitable solution of the same. The positive impact of legal solutions is to designs, creates and
enables legal service innovations that connect the legal sector, whereas negative impact of legal
solutions as it can restricted firm's operations as they cannot perform in well being manner
(Grundfest, 2010).
D2 Evaluate the use of suitable legal solutions in compared with alternative legitimate advice
Business organisations face raising different corporate challenges globally including
more rigorous regulations & enforcement by local authorities in the countries where they
operate. Although, firms hire various legal and tax professionals who helps their clients to
develop effective solutions for domestic and multinational companies with controversy
assistance. Legal solutions also helps firms so as to deal with external environment and take
appropriate business decisions as they can functioning in an ethical manner (Johnson, 2013).
TASK 4
P6 Recommend legal solutions based upon distinct country system
Every country has its own legal structure or framework which must be followed by all
corporate associations who are operating . In United Kingdom, there are 3 legal systems, such
as- Scotland, Northern Ireland, England & Wales. The UK Parliament enacts statute laws for all
the regions apart from Scotland. Here, the law is categorised into two parts, i.e. - Criminal Law
and civil law. In this, English criminal law derives to identifies and criminalises behaviour that
directly threatens the well-being of an individual or general population.
According the mentioned case, there is a conflict between the parties regarding the supply
of timber, which is a Civil Issue. Dispute between the parties can be solved by the Methods
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mentioned in Alternative Dispute Resolution, it is basically comprise of Negotiation, Mediation
and Arbitration.
Arbitration is one of the best method to solve any dispute between the parties. According to it the
parties appoints an arbitrator and the appointed arbitrators choose an Umpire whose decision is
final upon the parties. The Umpire shall be an independent person.
Mediation, it is a quasi-judicial process. A mediator is appointed by the party who is an
independent person. The mediator works with the parties to come on a solution of the dispute.
Negotiation, is the first step of ADR and is one of the cheapest way. Parties indulge
themselves to discuss upon the issue of dispute and come to an agreement for its solution.
The methods of ADR are actually cheap and time consuming. It can be use only for Civil
matter not for the Criminal one.
1. Advise the company of their legal rights to resolve the dispute at arbitration
The term arbitration is a method of resolving disputes without going to court, and it is
often a preferred option to trial because it can provide a faster, more efficient claims process.
Thus, it is suggested to firms the parties to the dispute usually agree on the arbitrator, so the
arbitrator will be someone that both sides have confidence will be impartial and fair. Although,
every firm has their legal rights through which it performs in market and survive. By using their
legal rights firms enables to resolve conflicts and disputes with employees (Nichols, 2012).
M4 Comparison the effectiveness of these suggestion
Above suggestion is very useful for an organization because it helps in reducing the
major problem or issue in a defined time period. Basically, legal solutions are distinct as per
country and region because every nation are having their own structure or legal terms. Thus, it
has been understood that company needs to understand acts which is applied on various
problems in order resolve it as soon as possible by satisfying the needs or demands of clients
(Robson, 2010).
CONCLUSION
From the above report it has been summarised that various laws are playing a very
eminent role in reducing the exploitative activities from societal place as well as protect
environment from wrongful conduct. Main objective of this report is to create a nation free from
discrimination acts which help in developing the economy of a nation. Along with this,
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assignment is full of legal solutions which helps an organization in distinct complicated
circumstances such as; dissolution of contracts due to illness of other parties, conflicts between
employees and so on. Beside this, it is analysed that every country is having distinct legal
system which may affect the ruling system of an organization. Lastly, its all about developing the
entire nation by applying distinct laws and order.
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REFERENCES
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