Business and Corporate Law - Coursework Example

Therefore, the study covers advice to a director on issues of legal implication of incorporating a company, the duties of a director, consequences of breach of duty by a director, the doctrine of ultra vires, the raise of capital by a Company, and types of capital and the naming of a Company. Rather than a partnership, which pertains to a business carried out by two or more individuals after coming into existence through registration under the UK Partnership Act of 1980. The partners have individual liability; an incorporated private company limited by shares means a company with two to fifty shareholders whose liability to the company debts becomes limited to the shares they contribute to the Company (Charlesworth 2005, p. 43).The Company must be registered under the UK Companies Act of 2006, an Act that regulates the governance of incorporated Companies.

Therefore, the promoters of Dart Company operate now under a different act with different roles and responsibility distinct from those of partnership. Once incorporated or registered, Oliver M.S &Marshall, (1994) argue that the Company from the date of incorporation, mentioned in the certificate of incorporation becomes an artificial legal person or body corporate capable of the following: having a separate legal personality where the company acts solely rather than dragging the names of the shareholders in to the dealings; having limited liability, now the shareholders of Dart Company have liability to the Company debts limited to the shares held in the Company; having the ability to own property; having locus standi of suing, so legal suits come under the name Dart Limited Company rather than the share holders names (Oliver M.

S &Marshall, 1994, p. 104). Similarly, having perpetual succession where the company cannot die naturally but legally, therefore, even if the shareholders of Dart Company where to die the company could survive and the shares be vested on the heirs. In