Business & Corporation Law Assignment: Contract Law & Legal Structures

This assignment delves into business and corporation law, addressing key aspects such as breach of contract, damages, and business structures. It begins with an analysis of a contract dispute involving a second-hand car sale, examining the damages Peter can claim when David refuses to take delivery and when Peter later sells the car for a lower price. The discussion incorporates relevant case law, including Addis v Gramophone and Monarch Steamship Co Ltd v Karlshamns Oljefabriker, to illustrate the principles of compensatory and consequential damages. Furthermore, the assignment provides a letter of advice to a client considering setting up a small coffee shop, evaluating different business structures such as sole proprietorship, partnership, and company, and recommending the most suitable option. Finally, it addresses a problem question concerning the sale of goods, determining when ownership transfers based on the condition of the goods and relevant case law like Healy v Howlett & Son. The assignment concludes by emphasizing the role of business corporation laws in forming and regulating businesses.

Business and Corporation
Law

Table of Contents
INTRODUCTION...........................................................................................................................3
MAIN BODY...................................................................................................................................3
QUESTION A: ................................................................................................................................3
What damages can Peter claim? .................................................................................................3
QUESTION B:.................................................................................................................................4
If Peter later sells the car to another purchaser for $18,000, what damages, if any, would Peter
be entitled to? .............................................................................................................................4
Question C.......................................................................................................................................6
Issue.............................................................................................................................................6
Principles.....................................................................................................................................6
Case ............................................................................................................................................6
Application..................................................................................................................................7
Conclusion...................................................................................................................................7
CONCLUSION................................................................................................................................7

INTRODUCTION
Business laws are the laws that has been used in order to develop various aspects related
upon making business organizations function in proper manner. These laws makes business
organization form rules and regulations helping in functioning of business in more effective
manner. Also these laws uses different law like contract, company and employees law which
helps in running of business organization. In this file two questions are given with a problem
question(Falk, 2020).First question is based upon breach of contracts, second question is based
upon letter of advice in relation to structure of business organization. The problem question has
been given related over sales of goals.
MAIN BODY
QUESTION A:
Case scenario: According to the scenario Peter has purchased second hand care at wholesale
market for $15,000. Perter has been contracted over selling car to David for $20,000 . David
refused to take the delivery of car. Case was filed for breach of contract.
What damages can Peter claim?
Breach of contract means that kind of wrong which is based upon violating obligation
leading mentioned within contract. This is developed within contract law and there are various
kinds of remedies available in relation over contract that are
Damages: They are one of the most common form of remedies making breach of contract.
Under this claim has been made in compensatory form related to actual issues.
Specific Performance :Specific performance is a type of remedy for breach of contract in which
a court orders the breaching party to perform their end of the bargain. Monetary damages are
typically favoured over specific performance as a remedy for breach of contract. However,
specific performance may be available when monetary damages won’t adequately compensate to
the party(Quinlan, 2017).
Injunction: It is based over order that has been passed by the court in order to provide claim in
relation to case formed. An injunction can be on temporary and permanent basis. In this main
objective is to make sure that an activities is stopped.

These remedies are available within the contract law in relation to above case study
damages is applied. As, purchase has been done but delivery was rejected which makes David
liable for compensation against breach done towards Peter. Case law in relation to this
Addis v Gramophone
According to the case claimant was employed as manager by defendant. Then he
commits an act which leads towards breach of contract during services and was replaced by new
manager. The action was brought for breach of contract and level of damages has been reflected
within its circumstances. It is based over dismissing damage and reputation which makes
employment possible. Court as per facts decided that exemplary damages is required to be given
to claimant(Dowling, 2018) tort.
If Peter later sells the car to another purchaser for $18,000, what damages, if any, would Peter be
entitled to?
In this scenario the when the car is sell again then in this case it falls under category of
consequential damage that makes sure that breach is compensated effectively. Another relevant
case is based upon Monarch Steamship Co Ltd v Karlshamns Oljefabriker. In this case
claimant make purchase done in relation to quantity of soya beans which makes shipped over
appellant's vessel. The British Monarch from Japan to Sweden. In this after cargo has been
loaded and the journey commenced TBM developed problems with its boilers which has caused
considerable delay within shipment. Through terms of charter the appellant has provided
seaworthy vessel and problem that amounted to breach of contract. In this delay period of war
broke put TBM has been ordered to unload in Glasgow. Also claimant for cargo to be shipped
SWEDEN and claim brought against. Inn this court held that The outbreak of war did not break
the chain of causation since the defendants should have foreseen the possibility of this occurring
and any delay of the voyage may result in diversion of the vessel.
QUESTION B:
Their are different types of business practises which are like, Sole proprietorship it is also
known as the small scale business practises through which all the single person there by handle
the business in an efficient manner and this will involve the nature and the formation to be
underlined according to the working practises. The sole business person will manage all the
rights and the responsibilities by themselves. The advantages of all such practices are like the

profit is been earned by the single owner itself and the drawback lied is the unlimited liability
which is being made on all the sole owner(Cameron, 2017))
Another important business is the partnership all those practices in which there is
involved two or more individuals who are indulged in the same business practises through which
they attain to share all the rights and the liabilities together. Their is been seen that it make s all
the loss, profit, liabilities and the other aspects are to be shared in an equal manner. Their is been
seen that in all general partnership their carries the sharing of the investment is being aligned in
an unlimited manner. It considers to have the raising capital shares ad the limited liability
partnership is where all the loss and the general liability of the partners are being shared
according to the investments which is being made by them. The registration of all the partnership
firms are being made in the Australian Securities and the investment commission ASIC
Another important business practises is the company that are just not being made through
the agreements which are being raised in it. It is needed to be registered in a proper format as a
implemented registration is being made for managing the general working and also in attaining
the further agreement that are analysed and managed accordingly. In order to manage and
maintain the Australian company law there is been seen that all the memorandum of association
is needed to be made and the company their by have to be restructured through the AOA and the
MOA. These companies are narrated as the separate legal entity which are all distinct from their
owner and carry their own common seal and manage their artificial personality. Their can be the
public company or the private company in which all the public deals with the subscribing of the
general shares and the capitals that are raised according to the formation and the management
being implied. All the other private companies are like the companies which will have their own
separate owners through which they underline and implement the functions to be managed
effectively. In order to make and constitute the companies and the public company their by is
accumulated through the associated rules and the regulations. this manages the filing with a
proper check on the data and the names which are being finalised for the company will not be
taken by any other person. All the share holders and the directors will be appointed and assigned
who will mange the essential duties in the company. After filing all the documentation there is
implied the documentation is applied and the companies are there by being registered.
From all this above options the client can in order to manage and maintain the small
coffee shop can use the sole proprietorship as this implies and are managed by the single

business owner and their will be applicability of varied adaptability of business practises. As all
such practises will not need any kind of registration and can easily be functioned.
QUESTION C:
Issue
 The ownership in all such case of the oil will be on the P as that will be implied on them.
 The ownership will passed when the amount is being given to them.
Principles
The main attainable areas and the principle laid in this case scenarios is that the barrel;s
are not in the deliverable state and this can only be transferred when their seems to have the
effective management and the working according to the vary proper condition yo deliver the
goods to the other person(Bryan, 2018)
Case
As in Healy v Howlett & Son [1917] 1 kb 337 the plaintiff has sued for all the wrongful rejection
and there is being applied that the contending areas of the fish has been appropriated to the
contract at the Valentia with the risk of the deterioration as no propriety is passed so risk is given
so they will not have to pay.
Application
All the goods were not in the deliverable condition so they will be antianxiety and
managed according to the functional and no ownership is passed
Conclusion
All the ownership will there by not being passed to the P as the good were not t=in the
actual state to be delivered and the P as he has not given the goods will not bear any kind of loss
which are made and subjected to the attainable risk and the issues.
CONCLUSION
From the above discussion it can be concluded that business corporation laws are the
laws which is used in order to help in forming of business. The file covers various aspects which

is based upon contract law and various kinds of organization. Then in the end contract of sales
has been discussed with the help of relevant case law.

References
Bryan, D. and Rafferty, M., 2018. Risking together: how finance is dominating everyday life in
Australia. Sydney University Press.
Cameron, A., 2017. Law reform in the 21st century. MACQUARIE LAW JOURNAL, 17(2017),
pp.1-15.
Dowling, C., Morgan, A., Hulme, S., Manning, M. and Wong, G., 2018. Protection orders for
domestic violence: A systematic review. Trends and issues in crime and criminal justice, (551),
pp.1-19.
Falk, P. and Martin, G., 2020. Misconstruing Indigenous sovereignty: Maintaining the fabric of
Australian law. In Sovereign subjects (pp. 33-46). Routledge.
Quinlan, M., 2017. The Origins of Worker Mobilisation: Australia 1788-1850. Routledge.
Torremans, P., 2019. Holyoak and Torremans intellectual property law. Oxford University Press,
USA.
Woinarski, J. and Dawson, F., 2017. Limitless lands and limited knowledge: coping with
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