Nobody downloaded yet

Pre-Incorporation Contracts - Essay Example

Comments (0) Cite this document
The pre-incorporation contracts are entered into on behalf of the company by the promoters of the company. Usually such contracts may include leasing or purchasing real estate property and equipment, hiring of executives, financial arrangements with third parties or agreements with prospective clients.
Download full paperFile format: .doc, available for editing
GRAB THE BEST PAPER93.6% of users find it useful
Pre-Incorporation Contracts
Read TextPreview

Extract of sample "Pre-Incorporation Contracts"

Download file to see previous pages Section 32A (1) (a) of the Companies Ordinance of Hong Kong contains the statutory provisions governing the pre-incorporation contracts. According to this section where a person or a promoter who enters in to a contract on behalf of the company as agent before the incorporation of the company, then that person will become personally liable under the contract unless there is an agreement to the contrary entered into between the company and such person. However it is not possible that a contract between the company and the person can be entered into subsequent to the incorporation which makes the company liable on the contract. (IQS)
Normally a pre-incorporation contract is an incomplete contract. It is incomplete because it doesn't specify the obligations of the different parties under the contract in case it was not possible to form the company. Similarly it doesn't state the remedy for the other party in case the company after incorporation is not able to perform. Three different rules can be adopted to resolve the situation:
The Jiangsu Province Higher people's Court of China had promulgated certain decisions and passed on some opinions in the adjudication of certain types of company law cases that can be taken as guide lines for the determination of civil liabilities in the pre-incorporation contracts. According to the Higher People's Court, a 'company being incorporated' refers to an organization which is formed to carry out the acts necessary for the incorporation of the company. It can be assumed that its existence starts on the day on which the execution of the company constitution or incorporation agreement takes place and ends on the day on which the business certificate is issued to the company. In this context the 'necessary acts' implies the legal and economic acts done for the purposes of incorporating the company and complying with the requirements for the establishment of the company in the Company Law of the People's Republic of China.
The Higher People's court had expressed the following remarks on the adjudication of certain company cases:
Where a promoter does a necessary act for the incorporation of the company in the name of the company, the legal consequence of such an act shall be borne by the company.
Where a promoter does a civil act unnecessary for the incorporation of the company, in the name of the company, the creditor may hold the promoter responsible for the consequential civil liability. When the company after incorporation ratifies the act of ...Download file to see next pagesRead More
Cite this document
  • APA
  • MLA
(“Pre-Incorporation Contracts Essay Example | Topics and Well Written Essays - 2250 words”, n.d.)
Retrieved from
(Pre-Incorporation Contracts Essay Example | Topics and Well Written Essays - 2250 Words)
“Pre-Incorporation Contracts Essay Example | Topics and Well Written Essays - 2250 Words”, n.d.
  • Cited: 2 times
Comments (0)
Click to create a comment or rate a document

CHECK THESE SAMPLES OF Pre-Incorporation Contracts

Nautilus Incorporation

... 11th April, Financial Analysis – Nautilus Inc Executive Summary The financial analysis of Nautilus Inc. over a period five years from 2007 to 2011 has been conducted under this article by utilizing suitable ratios and computations. If the financial results of the company are analyzed in a summarized way, it can be concluded that the company has not performed in a sustainable and healthy manner. The summarized findings of the financial analysis are outlined below: 1. Sales level of the company has been on a declining trend and the company’s sales are reduced to $180 million from $517 million. 2. For investors, both earning per share as well as dividend payout ratio, have shown very disgusting results. 3. The profitability position...
6 Pages(1500 words)Research Paper


...? Contracts work 10/20 Executive Summary The recommendation described below reflects the assessment of this based on the provisionsindicated by the NEC3-ECC contract frame work. I shall describe an alternative framework that may provide more understanding and coverage as far as ensuring project completion. The combination of the two frameworks shall be the recommended convergence of two frameworks designed at completing projects. AOS Development is a national housing development company in Edinburgh and has embarked on eighty housing units developments in Skye, Scotland. The consultant’s documents were submitted on time, planning permissions gained and quotes received from various contractors. The project...
12 Pages(3000 words)Coursework

Examination of the Extent to which section 51 Companies Act 2006 has clarified the Law relating to Pre-Incorporation Contracts

...? Examination of the extent to which section 51 Companies Act 2006 has clarified the law relating to pre-incorporation contracts. Institution Subject Code Date of Submission Introduction A pre-corporation contract is a legal agreement by a juristic person, which is entered into when a Company being in the process of being incorporated has not yet completed it, such contracts are void at common law, as the Company is not yet in existence (Griffiths, 1993, p245)1. Section 51,2 defines it as a contract that purports to be made on behalf of or by a company at a time when the company has not been formed has...
10 Pages(2500 words)Essay

Motorola Incorporation

...? Motorola, Inc Motorola, Inc. case study Introduction Motorola is a global company that has an overwhelming presence within the telecommunication industries. Motorola deals with telephone handsets manufacture. These handsets are wireless. The company is also involved in network gadget marketing. These gadgets have a wide application within the communication sector, which include amplification of signal base for the stations, as well as the cellular transmission. The Motorola Corporation has brand recognition of being in the market area of wireless communication, broadband communication, and automotive communication, which enhances global interconnectedness. The corporation wins brand loyalty due to its engagement in the field... Motorola,...
5 Pages(1250 words)Assignment

Music Incorporation

...I have decided to incorporate Swat music into my documentary. This music can be in several ways. First, the Swat music can be played in the background during the opening and closing credits. Secondly, the Swat music can be incorporated in between interviews with expatriates, while shots of their work are being shown. Finally, shots of the results of the expatriates work, such as the outside of The Arabian Gulf University, where an expatriate is the Head of Medicine. Since average expatriates will be interviewed as well, their workplaces or products will be filmed. Music can be in the background during these shots. The effect of the music, especially the Swat music, will instill pride in both natives of Bahrain and expatriates...
3 Pages(750 words)Case Study

Apple Incorporation

...Introduction Apple is considered as one of the leading organizations in the world successfully offering most innovative products. Started as a personal computer manufacturer, Apple has now successfully converted itself into an Electronics manufacturing firm with a diverse range of products under offer. From personal computers to IPod’s, Apple has successfully emerged as an organization which is creative and innovative. What is also significant to understand that Apple has covered a long journey to achieve its current state as over the period of time, it became complacent and virtually out of the market. However, under the leadership of Steve Jobs- its founder and CEO, Apple has now emerged as an organization with strong capability...
5 Pages(1250 words)Research Paper


...Essentials of a Valid Contract of Essentials of a Valid Contract The determination as to whether a contractual agreement exists between any two parties to an agreement, six salient requirements must be fulfilled. The establishment of a contractual relationship begins with the offeror manifesting his/her willingness to fulfill the desired promise under specified terms and conditions. Following the offer, the offeree must either in express or implied terms accept to enter into the agreement to fulfill he/her part of the bargain under the terms and conditions specified. Parties must be of sound mind and of legal age make legally binding decisions. Minors or persons with unsound mind lack the capacity to...
1 Pages(250 words)Essay


...Insert Wood v. Lucy, Lady Duff-Gordon (1917) Facts Lucy Lady Duff-Gordon was a popular public figure who attached her togoods in order to improve sales in return for compensation. She hired Mr. Wood to assist her and allegedly forfeited the exclusive rights of issuing licenses out to third parties to her new agent under an arrangement that would entitle her to half of the returns obtained therefrom. Mr. Wood sued her for the breach of contract following her direct participation in the same business, now alone and without sharing the proceeds with Mr. Wood (Smith 29). Issue The court was to determine whether Ms Duff-Gordon was in breach of the earlier contract. Decision The lower appellate court...
2 Pages(500 words)Assignment


...Contracts A contract can be described as an agreement between two or more parties pertaining to the details of the various particulars that have been settled upon in this understanding. It holds legal viability and therefore can serve as a means of protection for individuals ensuring that they are not dealt with in an underhanded manner after an agreement has been made. It can also serve as evidence of the agreement that is in place(McKendrick Pg2). There are a number of different contracts that are available to an individual and they can be of use depending on the particular situation, some of the more common contracts that help most individuals involved in business...
2 Pages(500 words)Essay

Selective Incorporation

...Selective Incorporation Selective incorporation Selective incorporation is a constitutional application of the provisions of the 14th amendment in which due process is applied to the bill of rights in a case-by-case basis. In selective incorporation, all the rights that are contained in the first eight amendments to the united states constitution and which are considered fundamental in the liberty of the citizens are incorporated within the 14th amendment. Though the selective incorporation is no law contained in the country’s constitution, it has been established through precedents in cases and rulings of the United States Supreme...
4 Pages(1000 words)Essay
sponsored ads
We use cookies to create the best experience for you. Keep on browsing if you are OK with that, or find out how to manage cookies.

Let us find you another Essay on topic Pre-Incorporation Contracts for FREE!

Contact Us