Corporate Legal and Ethical Analysis - Case Study Example

Corporate Legal and Ethical Analysis of Question Possible Legal Directions that Might have been Adopted Themost important legal direction the various parties might have adopted would have been an approach that relates to a careful and thorough contract building process. In the a commercial contract of this nature, the contract is the main blueprint for the success or failure of the project. Therefore, the parties to this contract should have taken reasonable steps to re-negotiate the contract. SCT should have sought to find ways of monitoring the progress of the project as it was being performed. This should have been integrated in the contract in itself. And through that, they would have flown to Australia to examine and evaluate the progress of the project. This would have brought the various issues and problems to bear earlier and action would have been taken to deal with issues and matters. After they got to 80% of the project and the issues came up, SCT should have sued DB for an order of specific performance. And this would have compelled DB to perform the contract according to the wishes of the court. This way, SCT would have had to prove to the court that there was an anticipatory breach. And this would have been sufficient to get DB to act in order to rectify the issues and matters and meet specifications. DB should have clarified their position and how to do things more critically from the onset. Things like stating specific performance guidelines and clarifying specifications of the products would have helped them. Also, DB should have used a better employee contract to bind employees to perform better and meet requirements better. Question 2: Action Against the Two External Contractors There are three main issues that the external contractors action constitute: 1. Conflict of interest 2. Breach of confidentiality rules and 3. Bribery Basically, there was a conflict of interest that existed in the action that they undertook. This is because in the normal sense, employees and parties on a contract need to remain faithful to the one employing them. However, in this case, they left their job in Singapore and provided a service to another party. This is an ethical breach that was against the independence and objectivity of the external contractors. Secondly, the contract of the nature of what they had with DB had either a direct or implied confidentiality rule. And clearly, these confidentiality rules were not adhered to. Finally, the disclosure of sensitive information for a one day “contract” can be said to be tantamount to leakage of information for a bribe because there was no job done except for the information they provided. DB can take action for a breach of contract against the two consultants. This is because there were implied and possible explicit rules on ethics that they should have followed. And this include the duty to act with professionalism as consultants. Hence, DB could take action for a breach of contract. Secondly, they can sue the consultants for a breach of a duty of care they had. This will be an action in tort that would be styled to sue them for the loss in reputation that DB has suffered. Question 3: Legal Issues Contained in the Case There are issues that relate to the following areas: 1. Scope of contract 2. Lack of clarity of contract 3. Poor work structure on the part of DB 4. Cultural and legal differences 5. Misconduct and breach of contract by DB 6. Breach of trust on the part of SCT 7. Breach of professionalism by DB external contractors The scope of the contract was not broad enough to capture some important aspects of the contract. This led to a number of gray areas that were abused and misused and left unattended. The parties, particularly SCT did not know of the implications of the lapses and loose end. And this was abused by DB through irresponsible actions that led to major problems in the completion of the contract. The poor work structure of DB was also responsible for the issues and SCT can potentially sue for breach on the grounds of negligence. This is because DBs hiring practices and use of unqualified staff members as well as poor remuneration structure can lead to an action on the part of SCT since it was not appropriate and robust enough to provide results. Also, the lack of professionalism on the part of DB external contractors in Singapore leads to maker ethical and legal issues that causes serious problems. The breach of trust on the part of SCT by gathering sensitive information leads to major legal concerns. Question 4: SCTs Legal Steps to Avoid Project Failure In this case, SCT is clearly not getting what they paid for. And there is the need for them to take action in law to attain the justice they need to acquire what is actually due them. To this end, SCT must sue for anticipatory breach of contract and/or actual breach of contract. And through this, they can seek damages or an order for specific performance. They will need to prove to the court what they intended to acquire from the contract and what they exchanged for the contract. Through this, they must present the terms of the contract and how it must be construed by a reasonable person to attain the results they were expecting. This way, they must insist that there is a breach and hence, they want the court to grant them an order of specific performance which will compel DB to produce what they are required to produce for them. DB will have the burden of proof and they will have to explain their side of the case. Based on this, the court will cross out the terms and reinterpret the contract in a way and manner consistent with the actual intention of the parties. Based on that, SCT can get their order for specific performance granted to them and they are likely to get their moneys worth in the project. To this end, DB will be ordered to meet the specification and gray areas like who to pay for extra costs like the cost of translations and other things can be determined on the basis of fairness. This way, the parties can get some terms implied and other terms crossed out in order to get the final deliverable presented or compensation allowed if that is necessary. Read More