English Legal System, Business Laws, Company Structures and Cases

This report provides a comprehensive overview of the English Legal System, delving into its structure, sources of law (legislation, common law), and the roles of key governmental bodies. It examines laws that potentially affect businesses, including contract law, competition laws, privacy regulations, and employment-related legislation. The report further explores different forms of business organizations, such as sole proprietorships, partnerships, and limited companies, detailing their characteristics, registration requirements, and implications for stakeholders. The report also includes case studies related to the topics covered. The assignment highlights the importance of understanding legal frameworks for businesses operating within the UK.

ASSIGNMENT

Table of Contents
MAIN BODY...................................................................................................................................3
LO1 : English Legal System...................................................................................................3
Sources of Law..............................................................................................................4
LO2 : Laws that Potentially affect Business..........................................................................5
LO3 Forms of Business Organisations...................................................................................7
LO4.........................................................................................................................................9
CASE I..........................................................................................................................9
CASE 2.........................................................................................................................9
CASE 3.......................................................................................................................10
REFERENCES..............................................................................................................................11

MAIN BODY
LO1 : English Legal System
A legal system is a framework of not only the procedure but also substantive law which is
enforced interpreted and suitably modified added altered or varied by the legislature as per the
need and demand. The purpose of law is to create a uniform system that governs a society in a
manner that increases utility, maintains harmony and protects the interest of the concerned.
Evolution of law can be traced back to the days of Justinian and even before that to Moses. There
is a history of religious laws governing the societies from all corners of the world. There have
been tribal societies who govern themselves by their own system of laws (Murphy, 2020). These
can be a simple code; a cultural value cherished highly which led to a tradition or simply
customary practices. From the days of customary practices and totems there was a shift in the
feudal system in which we saw a contractarian model. As it is put in political domain, the realm
of governance always featured a leader and slow but steady progress in power of one led to an
agrarian system. The land was dissected and when a community was broken into individuals and
then came the concept of ownership and private property. Protection of private property was a
hassle and greed sustained violence became a concern. Therefore, to maintain harmony powers
to enforce a code had to be vested in a single most powerful being who became the law
enforcement agent.
In this feudal system, the evolution of laws was based on greed and violence governed
through a feudal lord or a king. Certain codes became customary practices, and slowly with
increase in production taxation evolved with a further transition of governance by all or
democracy. Codes and Regulations approved by a select few and not just selected ONE became
the common consciousness. Rules from past, daily mercantile practices and enforcement
precedents were all adopted into the legal framework. Then came the era of codification and
written laws and several of these aspects were codified or were avoided.
Equity Courts from King’s time and their rulings along with the mercantile norms became a
crucial source of modern day law. Precedents from the past applied uniformly to all commons
and the common wealth thus became common law. Codified law was a statutory declaration
under the mandate of people (Murphy, 2020).

Criminal Law or laws that anatagonise certain actions as deviant behaviour reducing the
utility against the society were a key part to act against the initially mentioned greed and
violence, while civil laws were devised to lay down rules that govern private property, ownership
, agreements between people, equity and mercantile practices or simply put the law to resolve
disputes and assign rights with authority in private human transactions. Justice courts gave
judgments, rather than a chosen King and there was a system of powers that were separated by
their inherent nature and the specific needs they targeted (Murphy, 2020).
International law resulted in curbing undue destruction of other states and soft instruments of law
called treaties were mutually agreed upon to further trade, harmony and utility. The executive of
individual states took the representative seat in these supranational bodies
(Ryan, 2013) . These laws are enforced through an international system of Courts. The law of a
commune or a society became global.
The structure of English Legal System is a very peculiar example of an efficient design
for case handling. Grassroot Courts form the ground system comprising of three courts namely
the Magistrates' Court, County Court and Family Court. While the Family Court system came in
to effect after the enforcement of Crime and Courts Act, 2013 in the year 2014 and takes into
account all the family related issues within a county at designated places with the Circuit Judges
present ; the other two are remnants of the King's Court system (Murphy, 2020).
Sources of Law
Legislations or the Statutory Law is the foremost part of modern UK legal System and is
brought into effect by way of executive once having passed the rigours of the Parliament, which
is also the sovereign body in UK. Wales, Scotland and North Ireland are allowed to only enact
laws on matters devolved onto them. Brexit and the concept of judicial disapproval under s.4
HRA 1998 are examples of Parliamentary Sovereignty (Carroll, 2017).
Common Law was an idea to govern the dominions under King's control through a set of
common laws applicable to all; later applied to the Commonwealth and largely accepted over
those countries under the Title. It implies application of the doctrine of Stare Decisis
(Ryan, 2013) and the laws called precedents made by the judges. This helped in bringing in the
variations of understanding particularly in mercantile practices from erstwhile Mercantile courts
and chancery (Murphy, 2020).

The rules, regulations and doctrines as applied through these sources shall be paid heed to
at all times. Government plays a crucial role in the formation of bills and executing the laws.
 Government decides the house in which to present a proposed bill
 Government defends the bill so proposed after due drafting and initial passage from a
Parliamentary Bills Committee
 Committee level scrutiny to bring suitable amendments to the proposed bill, based on
written or oral evidences
 Such amendments are reported to Parliament, assent sought and after a green light from
both houses ; sent for Royal assent
The role of the executive as law makers is very crucial to any democracy and highlights its
global mandate (Ryan, 2013). The recent transition sought by way of Brexit is a clear example as
to how the government leadership shall also take view of the people they represent through
referendum on issues which are of grave public significance (Carroll, 2017).
LO2 : Laws that Potentially affect Business
The requirements of contract law , competition laws , healthcare issues and privacy are focal
aspects that affect business of any entity. While issues like tort of negligence, consumer
protection, health and safety and product liability cater to the day to day dealing of the
businesses. Duties of employer towards the employee and vice versa are an issue of utmost
concern. These also encompass the domain of healthcare laws and the general well being along
with matters of data protection (Honeyball, 2016). The corpus-juris draws heavily from the
principles of common law (Adams). These obligations attract liability for breach of:
 duty of care : so developed for protection of visitors, devolving from the jurisprudence on
negligence and occupier's default liability [also legislated as Occupier's Liability Act,
1984] (Honeyball, 2016).
 duty to safeguard the neighbour : need for mitigation based in common law on the
principle of proximity and foreseeability (Adams).
 vicarious liability for harm caused to neighbours: devolving from the tortuous liability in
common law (Honeyball, 2016).
 Itemised Pay Statement is mandatory, while the working hours are regulated per
WTR,1998 Part III of ERA guarantees payment while the legislation also provides for an

opt-in/opt-out system for Sunday work. A clear overtime clause is required for such work
(Honeyball, 2016).
 Equality Act 2010 caters to the issue of bullying or harassment via oral, visual or or
written communication (digital included) and a complaint against an employer lies for
failure to maintain a safe workplace per an Anti-Harassment policy. The development of
jurisprudence under Protection from Harassment Act,1997 shows imposition of both civil
and criminal liability for they can be held: vicariously liable for employees (Honeyball,
2016).
 The needs of the a fair dealing are dealt by Bribery Act and Competition Act, 1988
fostering an anti – bribery culture and the other preventing the stakeholders from anti –
competitive behaviour. Competition rules not only benefit the consumers by maintaining
a healthy market competition but there is a direct correlation between growth of the
economy and gains for business (Adams).
 Competition Laws like the Competition Act, 1988 and certain other like Regulations in
NHS allow only fair dealing; protecting unfair market conditions. This is in addition to
unfair terms as a part of Sales which are covered under the Consumer Rights Act, 2015.
Contract Law domain is large and is a basic part of all transactions. Unfair Contract
Terms Act, Sale of Goods Act and Consumer Protection Act 1987 are key legislations.
The first two have been taken care of under the new CRA (Elliott, 2019). These have a
direct impact on businesses sales and compensation claims in addition to those brought
under employment contracts.
 Privacy laws were a key component with UK under EU. Data Protection Act, 2018 is the
legislation to apply the privacy rules. The same can possibly play a crucial role in
affecting the business practice of IT companies like Facebook and their operations from
UK. It would also affect all businesses alike in the process of understanding demands as
certain data sources would get curtailed (Adams).

LO3 Forms of Business Organisations
Sole proprietorships are the simplest way to initiate a business on one's own accord. The
enterprise is in the name of the solo owner who has to bear an unlimited liability of payment.
Partnerships are similar and they are to be run between two people or more working in
conjunction with an underlying norm of unlimited liability that is joint and several. A deed of
partnership specifies the profit and loss sharing methods as well as the responsibilities and duties
(Morse, 2010) . Limited companies are incorporated by way of a separate procedure and thus
hold benefits under the statute. Registration requirements make it necessary for a sole proprietor
to get a nod from HM Revenue and Customs. A suitable name shall be chosen with no
conflicting signs such as Ltd., pvt. or LLP (Morse, 2010) . A sole trader has to necessarily
register for VAT if the turnover is over 85000 pounds and must necessarily keep a record of
immediate contact details of all sorts. E- Mail, calling numbers, address of the business are all
relevant details (Morse, 2010).
The others are registered while a company is incorporated for the benefit of the
stakeholders; which means they are separate legal entities distinct from the individual people.
They also in this way have a limited liability restricted upto the amount of stake they hold in the
corporate. A private company is defined statutorily under the statute and limit the number of the
people holding the business within those bounds. 50 shareholders in the UK is the norm. For a
public limited company here is an additional requirement of £50,000.00 in the UK (Sealy, 2013).
To incorporate the same one needs to choose a suitable name and assign the duties of s
director and company secretary at the time of incorporation. Enlist the shareholders or the
guarantors at the instant time and identify the people who would have significant control over the
company. All suitable documents once verified would need the formation of memorandum and
articles of association distinctly. They are the backbones for day to day as well as on – going
process. A certificate of incorporation is awarded by the Companies House after due information
of the records to be maintained (Sealy, 2013). There is though an unpopular option of unlimited
company wherein each stakeholder would be jointly and severally liable to an unlimited extent to
honour the contracts and deeds entered into by a company. The business prospect is quite risky
and thus out of vogue due to practical reason.
Once the company is setup with information about the significant persons in control and
company secretary and has received the certificate of incorporation it has to honour the contracts

entered into by it under its seal. Raising Capital and liquidation is another key part of the
company law regime (Sealy, 2013). Companies Act, 2006 is the law to be referred for core
issues. Company’s very first shareholders are the people responsible to choose directors. Further
process is as per the board of Directors which is duly notified by way of launching the process of
such appointment clearly speaking of the needs. Sec. 228 of the 2006 legislation requires a copy
of service contract of a director to be made available for inspection at the registered address with
all key details such as:
 Name,
 dates,
 notice period,
 relevant duties ,
 remuneration and compensation scheme in case of termination before the
specified dates
all specifically laid out (Sealy, 2013).
IPOs are the favoured way to raise capital world over and the crucial decisions under this
process involve a suitable clearance of Prospectus, choice of a suitable stock exchange and
percentage of distribution in share capital. EU allowed certain benefits to corporate like
“passported prospectus” which might dwindle the respect for London as a corporate hub (Sealy,
2013).
Liquidation on the other hand is not a linear process and can be voluntary, based on
creditor’s claims or a compulsory liquidation due to inability to pay its debts. Legal options and
defences are rooted through the popular precedent basis supported by the statutory regime
(Sealy, 2013).

LO4
CASE I
The opportunity to waive the contractual rights under the employment contract for
remuneration under a stressful condition by way of mutual consent was a waiver with accord. A
waiver shall not be confused with a variation to a contract. Variations are different in their
application as they form a binding agreement by themselves altering the previous terms of the
contract. Waiver is only a loss of opportunity to enforce a claim that is legally possible and
within the rights of an individual (Andrews, 2011).
The same was to restrict the legally agreed remuneration under the contract that was
agreed in advance between the employer and employee. The situation was one of general duress
and there is a possibility of unconscionable difference of bargaining power in getting away from
the waiver. Despite, the same it is pertinent to emphasise on the aspects of essential contractual
terms which though were relaxed shall get revived as otherwise would be a material breach of
contractual terms (Elliott, 2019). This would not only create employment concerns for the
employer but would also potentially lead to compensation or liquidated damages. Therefore, an
action based on mutual consent should be the first step here.
Courts have a purview over the possible attempts sought to revitalise the contract away
from the waiver and the events which were pertinent to get into such an arrangement. These two
aspects are pretty evident and it is only a matter to reassert the contractual obligations (Elliott,
2019). Thus, the same can be revived as being the primary part of remuneration scheme. Any
claims that were agreed upon can be revived instantly but the 2015 claims would depend on the
instance of employer (Anson, 2016) as the same were agreed upon mutually unless an
unconscionable balance of power argument can be employed successfully to show vitiated
consent.
CASE 2
In Janet's case what we see is an issue of a material breach of contractual terms under a
service scheme of the internet provider. The relevant legislation in this regard is that of
Consumer Rights Act, 2015 which under Part 1, Chapter 4 deals with issues of breach in fair and
just provision of services. As per section 49 (Anson, 2016) Janet can claim a violation of her

rights under the service contract or payment made at the instance of the wrong bill generated .
This can also be brought to the light of the Service Provider which can lead to an amicable
resolution.
The issue of a reasonable price is a matter of fact as per s. 51 (3) of the Consumer Rights
Act (Anson, 2016). The same shall be proved and further investigated by the court of law as per
the evidence given by Janet. Furthermore, the claims on behalf of Janet should feature the issues
of insufficient or deficient service in the first instance and then an unfair charge for the same
(Anson, 2016).
CASE 3
The aspect of legal possibilities in the given instance is low due to the present status of
Blackhorse as a debtor. Though, in case of a compulsory wind up suitable remedies based on
time – structured payment of the debt can be devised if Blackhorse is keen to honour the same or
otherwise legal action may ensue. A rule of thumb says that the dispute shall be put to bed by a
clear indication of interest in honouring the debt (Sealy, 2013). A creditor’s voluntary claim of
liquidation is difficult to be stopped in the hearing in lieu of a clear statement of interest that is
evident by way of an acceptable instrument.
This willingness to pay and honour the debt in a structured way shall be backed by the
debtor’s capacity to pay. If and only if Blackhorse’s books reveal such a suitable status can be
revealed the court would allow the hearing in their favour. Another possible way is to question
the existence of such debt and thus the position of the creditor to actually raise such a proceeding
in the first place (Sealy, 2013).

REFERENCES
Adams, A., Law For Business Students By Alix Adams.
Andrews, N. 2011. Contract Law. Cambridge: Cambridge University Press.
Anson, W.R., Beatson, J., Burrows, A.S. and Cartwright, J., 2016. Anson's law of contract.
Oxford University Press.
Carroll, A., 2017. Constitutional and administrative law. Pearson Education.
Elliott, C. and Quinn, F., 2019. Elliott & Quinn's Contract Law. Pearson Higher Ed.
Honeyball, S. (2016). Honeyball and Bowers Text to Employment Law. 14th ed. Oxford: Oxford
University Press.
Morse, G., 2010. Partnership law. Oxford University Press.
Murphy, R. and Burton, F., 2020. English Legal System. Routledge.
Ryan, M. and Foster, S., 2013. Unlocking Constitutional & Administrative Law. Routledge.
Sealy, L. and Worthington, S., 2013. Sealy & Worthington's Cases and Materials in Company
Law. Oxford University Press.