I got 93% for the exam studying from these notes that were made specifically for the 1st Opp exam of JUNE/JULY 2024.
If you are doing this module in 2o25 or any other year after 2024, you might need to add/remove things if you have a different lecturer.
MRL2601 ASSIGNMENT 1 MEMO - SEMESTER 2 - 2024 - UNISA - DUE : 27 AUGUST 2024 - ( FULLY REFERENCED WITH FOOTNOTES - DISTINCTION GUARANTEED)
MRL2601 Assignment 1 (COMPLETE ANSWERS) Semester 2 2024 (867833) - DUE 27 August 2024 ; 100% TRUSTED Complete, trusted solutions and explanations.
MRL2601 Assignment 1 (COMPLETE ANSWERS) Semester 2 2024 (867833) - DUE 27 August 2024 ; 100% TRUSTED Complete, trusted solutions and explanations
All for this textbook (25)
Written for
North-West University (NWU)
IURI311 Entrepreneurial Law
All documents for this subject (1)
Seller
Follow
lawnotesza
Content preview
ENTREPRENEURIAL LAW (IURI311) Notes by Mieke Schwartz
079 439 4224
311 Exam Guidelines 2024
Chapter 1
Þ Leave out:
o Purpose of Companies Act
o Application and Interpretation of Companies Act
o New Concepts + New Entities
Chapter 2
Þ Leave out:
o Registration
Chapter 5
Þ Study everything
Chapter 6
Þ Leave out:
o Shareholders Acting other than at a Meeting
Chapter 7
Þ Leave out:
o Committee of Directors
o Rights and Duties of Directors under Common Law
o Personal Financial Interest in Future Contracts and Existing Contracts
o Gihwala v Grancy Property Limited Case
o Delinquency
o Liability of Directors
o General Duty to Disclose Information
o Meetings of Board of Directors
Focus on the Following
- Revision slides
- Practice Questions
- Quizzes
- First Test
- Doctrine of Constructive Notice
- Quiz 2 (Test 2) = Concepts, Distinguish (memo on revision slides)
- Types of Profit Companies (table on slides)
The lecturer did mention that the above serve only as a *GUIDELINE*. I therefore do
not take responsibility for what and how you choose to study. I am merely giving you
the information as shared in the class.
1
,ENTREPRENEURIAL LAW (IURI311) Notes by Mieke Schwartz
079 439 4224
CH1 = Introduction to Entrepreneurial Law
Background
• Commencement of “business enterprise” = starts with the type of business enterprise
• Determined by factors: formalities, ownership, control, risk, personal liability, perpetual
succession
• Businesses must be registered with various organisations or departments :
o If there are employees - Department of Labour, SARS, local authorities
o Registration = NOT a requirement for establishing business, but as a result of the
business
• Possible to migrate from one business form to another (5 possible alternative enterprises):
o Sole Proprietorship, Partnership, Trust, Close Corporation, & Company
Sole Proprietorship
• Owner = person himself (e.g. owner’s assets/liabilities are the business’s as well)
• Business is NOT a separate entity)
• Control = owner, over business + its operations
• Capital = owner’s capital (loans, credit from 3rd parties)
• Profits = property of the owner
• Business liabilities = owner liable
• Business unsuccessful = owner’s assets + personal property at risk
• Owner dies = business “dies”
• No formalities to establish a sole proprietorship
Partnership
Combination of more than one sole proprietorship
• Owners = parties conclude partnership contract and contribute to partnership fund
• Contract = express or implied
• No limit on number of partners
• Partners have fiduciary duties towards each other
• Easier capital acquisition = more partners contribute
• Partners control and manage (unless excluded in contract)
• Partners share in net profits and losses + risk of personal liability
• Partnership assets used first to pay creditors = if insufficient then personal assets used
• Partner can leave = partnership as contractual arrangement ends
• Consequences = same as a sole proprietorship
• No formal registration requirements
Trust
“Business trust” = created by founder who executes trust deed
• Trust consists of trustees = operate trust i.t.o trust deed for the benefit of the beneficiaries
• Not a separate entity = trustees are owners of trust property and manage it
• Trustees have strict fiduciary duties in respect of the exercise of their powers
• No limit on number of trustees/beneficiaries
• Trustees NOT liable for liabilities of trust = only trust property used to pay creditors
• Trust is financed with internal + external capital (loans/credit)
• Changes in trustees/beneficiaries = NOT affect existence of the trust (subject to trust deed)
• MUST be registered i.t.o Trust Property Control Act
2
,ENTREPRENEURIAL LAW (IURI311) Notes by Mieke Schwartz
079 439 4224
• Trust under control of Master of the High Court
Close Corporation (CC)
• Entity registered i.t.o the Close Corporations Act, but from the effect date of Companies Act
• No new CC’s can be registered + company cannot be converted into one
• Existing ones can still exist, be acquired, continue trading
• Separate entity from its members
• Change in membership does not affect CC
• Financed through member interest + external capital
• Not successful = members not liable for debts
• Max members = 10 natural persons
• Every member has right to manage CC (subject to optional association agreement)
• Members have fiduciary duties towards CC + co-members
Company
• Various types
• Usually have shareholders + incorporated for profit
• Separate entity with own assets and liabilities
• Capital acquired from shareholders + external capital (loan/credit)
• No restrictions on number of shareholders
• Difference between company + other enterprises = DIVISION between ownership + control:
o = shareholders “own” company and are both the beneficiaries + risk bearers, BUT
they do NOT control the company
o Shareholders elect at least 50% of the board of directors = if not happy with
management they have to dismiss and appoint new directors
• DIRECTORS have fiduciary duties towards company as separate legal entity
o Shareholders do NOT have fiduciary duties towards co-shareholders or the company
3
, ENTREPRENEURIAL LAW (IURI311) Notes by Mieke Schwartz
079 439 4224
CH2 = Legal Personality, Types of Companies
LEGAL PERSONALITY
Analyse the Concept of Legal Personality
• Law determines legal subjects (legal “juristic” person) + bearer of rights + duties:
o Natural persons
o Certain other entities
Natural person = legal subject who has certain rights in respect of a legal object:
1. Real rights (right to corporeal e.g. ownership)
2. Personal rights (claim something from another legal subject based on contract/delict)
3. Intellectual property rights (rights to physical embodiment of the intellect of a legal
subject e.g. copyright)
4. Personality rights (right to privacy, dignity, fame)
• Natural person = capacity + power to do everything allowed by the law
o Act outside of this capacity = ultra vires + void
o Can appoint agent to act on his behalf
Ultra vires (“beyond § Contract concluded between 3rd party and authorised agent (authority given
the power”) by natural person as principle) = comes into existence between principal + 3rd
Describes an act
that requires legal party
authority but is § Principle cannot give authority to agent to do something on his behalf that is
done without it
ultra vires the principle (i.e.beyond the power of the principle)
Certain other entities
• Legal person can come into existence by various means
• Legal person has same capacity and powers as natural person, EXCEPT for those things
that it cannot do because it is not a natural person, such as getting married
• Capacity of legal person can be restricted by:
1. Documents creating the legal person
2. The Act that bestows legal personality
• Acts performed outside of this capacity = ultra vires, but not necessarily void
o Enabling Act can provide that those actions are valid under certain circumstances
How is legal personality obtained i.e How legal person come into existence:
Specific Act
• Certain Acts expressly provide that entity formed i.t.o the Act has legal personality
o E.g. Uni. of Pretoria (Private Act) provides that UP is legal person with certain
restrictions on its capacity and powers
General Enabling Act
• Certain Acts do not give legal personality to specific entity, but to all entities that comply
with requirements of that Act
o E.g. Companies Act
4
The benefits of buying summaries with Stuvia:
Guaranteed quality through customer reviews
Stuvia customers have reviewed more than 700,000 summaries. This how you know that you are buying the best documents.
Quick and easy check-out
You can quickly pay through credit card or Stuvia-credit for the summaries. There is no membership needed.
Focus on what matters
Your fellow students write the study notes themselves, which is why the documents are always reliable and up-to-date. This ensures you quickly get to the core!
Frequently asked questions
What do I get when I buy this document?
You get a PDF, available immediately after your purchase. The purchased document is accessible anytime, anywhere and indefinitely through your profile.
Satisfaction guarantee: how does it work?
Our satisfaction guarantee ensures that you always find a study document that suits you well. You fill out a form, and our customer service team takes care of the rest.
Who am I buying these notes from?
Stuvia is a marketplace, so you are not buying this document from us, but from seller lawnotesza. Stuvia facilitates payment to the seller.
Will I be stuck with a subscription?
No, you only buy these notes for $4.26. You're not tied to anything after your purchase.
