Subject Code and Name LAW6000 Business and Corporate Law
Assessment Assessment 2 Case study analysis
Length 2000 words
This assessment addresses the following subject learning outcomes:
2. Describe the essential elements required to create, manage and discharge a contract and the remedies available for breach of contract.
3. Explain the different ways in which a business may be carried and the advantages and disadvantages of each method.
Submission By 11:55pm AEST/AEDT Saturday of Module 10
Weighting Enter percentage weighting of assessment as per Subject Outline
Total Marks 100 marks
This assessment allows students to solve practical problems that arise from a fact scenario and to give appropriate advice to clients.
There are five case studies you are required to critically analyse.
With respect to each case study:
? Identify the legal issue(s) arising from the facts of the case study
? Identify the appropriate legal rules that requires discussion in the case study
? Apply the law to the facts of the case study
? Reach a conclusion/ give practical advice to your client.
Your analysis should refer to appropriate cases and statutes and be referenced using the Harvard Reference system.
You will be assessed in accordance with the Assessment Rubric.
? Submission is through Turnitin by 11.55 AEST Saturday of Week 10 of the relevant trimester
Question 1( 25 marks)
Jeff owns a business which makes and sells a well-known brand of peach brandy (“the Business”). Jeff holds a business name, and a trademark for a logo, associated with the Business’s brand of peach brandy. The Business sources fruit from local producers. The Business is operated on land which is also owned by Jeff.
Jeff decides it is time to sell the Business and is introduced to Tina who is interested in buying the Business. Jeff and Tina enter into negotiations and agree on a deal. Both Jeff and Tina sign the following document which Jeff prepared.
Heads of Agreement between Jeff and Tina
1. Jeff agrees to sell, and Tina agrees to buy, Jeff’s peach brandy business and the land it is on.
2. Purchase Price: $2.5 million.
3. All existing supplier agreements to be transferred to Tina.
4. All fixtures and fittings, as inspected and agreed, are included in sale.
5. All employees to be transferred as per solicitor prepared agreement.
6. Parties to negotiate transfer of trademark and business name at a future date for a separately determined amount.
7. This agreement is subject to the preparation of a formal contract of sale based on these terms acceptable to the duly appointed solicitors for Jeff and Tina.
Jeff arranges for his solicitor to prepare a formal contract for sale and then sends the completed contract to Tina. When Tina receives the contract, she calls Jeff and says:
“Jeff, I have changed my mind. I don’t want to buy your business anymore”.
“ You have got to be joking Tina, it is way too late to change your mind, you have already signed the Heads of Agreement. You are legally bound to buy the business. Make this easy and buy it as we agreed for I will have to sue.”
Part A ( 20 marks)
You are Tina’s solicitor. Using the IRAC legal problem solving process give your conclusion on whether Tina is legally bound to buy the Business as a result of signing the Heads of Agreement.
Part B ( 5 marks)
What would be your conclusion if Tina had included in the Heads of Agreement a term stating:
This agreement is subject to Tina obtaining suitable finance
Question 2 ( 25 marks)
Phil is managing director of LightsBright Pty Ltd. Phil has accepted a large order for electrical fittings from CheepCheep Pty Ltd on behalf of LightsBright.
The order has been delivered to CheepCheep as per the agreed terms, however CheepCheep have not paid their $75 000 invoice.
CheepCheep is in serious financial difficulty and this was well known or suspected across the industry. Consequently, at the time the order was made, CheepCheep was known generally as a bad credit risk in the industry. Phil was aware of this, however he is a good friend of Robert, the managing director of CheepCheep. Phil decided to provide the order in any event.
CheepCheep has now been placed into liquidation and has still not paid the debt owed to LightsBright Pty Ltd.
Using the IRAC legal problem solving process give your conclusion on whether:
(a) Phil, the managing director of LightsBright Pty Ltd be held personally liable for the unpaid debt, and if so why? ( 15 marks)
(b) Could Robert, the managing director of CheepCheep Pty Ltd be held personally liable for the unpaid debt, and if so why? ( 5 marks)
(c) Will the ‘business judgment rule’ be relevant to either Phil or Robert in these circumstances? (5 marks)
Question 3 ( 25 marks)
Francis collects music related merchandise, in particular she is a big fan of Kiss (American glamrock band) and Status Quo (English boogie band) merchandise. Francis appoints Rick as her agent and instructs him to purchase three specific Kiss related items from Allan, another collector of Kiss merchandise. Francis gives Rick a limit of $25,000 to spend, which Rick promptly deposits in his own personal bank account to “keep it safe” until it is needed.
Francis also instructs Rick to keep the purchase of the three items confidential. Rick is very pleased about his appointment as Francis’s agent and tells three of his closest friends on the proviso the friends do not share any information with anyone. However, two of these friends work in the music industry and immediately tell their employers.
Rick approaches Allan and introduces himself as Francis’s agent. Following negotiations it is agreed Allan will sell the three Kiss items to Francis for $32,000. When Francis is informed of the contract, Francis flatly refuses to pay and says:
“Rick never had the authority to make any contracts involving this amount of money. I simply will not pay this amount of money for those three items.”
Allan states the contract stands, wants to proceed with the sale and demands payment in 7 days or he will start legal proceedings for breach of contract.
When Rick was inspecting the items, he noticed Allan also had 3 original Status Quo albums which Francis has always wanted for her collection. Rick also facilitates an agreement where Allan will sell the albums to Francis for $45,000.
Part A ( 20 marks)
Using the IRAC legal problem solving process give your conclusion on whether:
(a) Allan can enforce the contract for the three Kiss items with Francis.
(b) Francis is bound to go ahead with the contract to purchase the Status Quo albums from Allan, and the consequences for Rick if Francis is not bound to the purchase. Part B ( 5 marks)
Describe the ways in which Rick is in breach of his common law duties as an agent, and any consequences of such breaches.
Question 4 ( 25 marks)
Prue, a famous model, is the spokesmodel for the cosmetics firm Slapiton Ltd. Prue is also ambitious to become a screen actor. Prue is required to attend a public event at the Bilton Hotel as part of her contract and so she orders and buys a new gown made by the famous designer, RuPeter, from a trendy boutique called Gladrags.
Prue did not try the gown on prior to purchase as there was not one in her size available, and so the gown was quickly made and delivered shortly before it was time for her to leave for her event.
To Prue’s horror, about an hour after dressing in her new gown and arriving at the Bilton Hotel, she is in great pain. An extremely painful red rash of large boils has erupted all parts of her body in contact with the gown and she has a sudden extreme fever. Consequently, Prue is unable to complete her appearance. In addition, as she tries to leave the stage she becomes dizzy and falls of the stage and breaks her leg.
Prue is rushed to hospital. After removing the gown made by RuPeter and receiving medical treatment in hospital for a period of six weeks, the boils reduce, but sadly they leave permanent ugly scarring on her body. Prue is no longer able to work as a model, representing a loss of income of at least $10million. In addition, Prue had been about to negotiate a movie deal with a major movie studio worth $5million. The movie studio no longer wishes to commence negotiations.
Laboratory tests upon the gown reveal the fabric contained residue of a toxic chemical used in an associated manufacturing process. This chemical is supposed to be removed by a washing process before the gowns are released, however due to the rush nature of the order this was not done before the gown was shipped to Prue. This chemical reacted with Prue’s skin causing the violent condition. This toxic chemical could not be detected by normal visual inspection. The hospital bills total $15 000.
With reference to the sections of relevant legislation and case law, use the IRAC legal reasoning model to advise Prue:
(a) Whether she can take any legal action against Gladrags, RuPeter’s business and/or the Bilton Hotel, and (15 Marks)
(b) assuming she is successful in an action, what damages she is able to claim and why (10 marks)
Learning Rubric: Assessment 2
Assessment Criteria Fail
(Unacceptable) 0-49% Pass
(Proficient) 65-74% Distinction
75 -84% High Distinction
Evaluation of information selected to
support the case study
Percentage or marks for
30% Limited understanding of key concepts required to support the case study.
Confuses logic and emotion. Information taken from reliable sources but without a coherent analysis or synthesis.
Viewpoints of experts are taken as fact with little questioning. Resembles a recall or summary of key ideas.
Often conflates/confuses assertion of personal opinion with information substantiated by evidence from the research/course materials.
Analysis and evaluation do not reflect expert judgement, intellectual independence, rigor and adaptability.
Supports personal opinion and information substantiated by evidence from the research/course materials.
Demonstrates a capacity to explain and apply relevant concepts.
Identify logical flaws.
Questions viewpoints of experts. Discriminates between assertion of personal opinion and information substantiated by robust evidence from the research/course materials and extended reading.
Well demonstrated capacity to explain and apply relevant concepts.
Viewpoint of experts are subject to questioning.
Analysis and evaluation reflect growing judgement, intellectual independence, rigor and adaptability. Systematically and critically discriminates between assertion of personal opinion and information substantiated by robust evidence from the research/course materials and extended reading.
Information is taken from sources with a high level of interpretation/evaluation to develop a comprehensive critical analysis or synthesis.
Identifies gaps in knowledge.
Exhibits intellectual independence, rigor, good judgement and adaptability.
Percentage or marks for
20% Difficult to understand for audience, no logical/clear structure, poor flow of ideas, argument lacks supporting evidence.
Audience cannot follow the line of reasoning.
Information, arguments and evidence are presented in a way that is not always clear and logical.
Line of reasoning is often difficult to follow.
Information, arguments and evidence are well presented, mostly clear flow of ideas and arguments.
Line of reasoning is easy to follow.
Information, arguments and evidence are very well presented; the presentation is
logical, clear and well supported by evidence.
Demonstrates cultural sensitivity.
Expertly presented; the presentation is logical, persuasive, and well supported by evidence, demonstrating a clear flow of ideas and arguments.
Engages and sustains audience’s interest in the
topic, demonstrates high
levels of cultural sensitivity
Effective use of diverse presentation aids, including graphics and multi-media.
Correct citation of key
resources and evidence
Percentage or marks for this criterion 10%
Demonstrates inconsistent use of good quality, credible and relevant resources to support and develop ideas. Demonstrates use of credible and relevant resources to support and develop ideas, but these are not always explicit or well developed. Demonstrates use of high quality, credible and relevant resources to support and develop ideas.
Demonstrates use of good quality, credible and relevant resources to support and develop arguments and statements. Shows evidence of wide scope within the organisation for sourcing evidence Demonstrates use of highquality, credible and relevant resources to support and develop arguments and position statements. Shows evidence of wide scope within and without the organisation for sourcing evidence
Application of knowledge to practise while providing appropriate advice to clients 40 % Limited understanding of the internal and external business environment. Lacks a global perspective for potential market and trends. Uses a limited range of information as the basis of recommended practice. Understands the internal and external business environment including commercial context and market forces.
Understands local and global markets/trends. Accesses relevant information. Adequately utilises information from a variety of sources. Gathers/utilises competitor knowledge. Understands the impact of financial, social, political, environmental issues on the business. Demonstrates commercial awareness of product development/service provision. Understands the business. Can prepare and presents business cases/proposals.. Evaluates the impact of financial, social, political, environmental issues on the business; and where relevant, as they relate to different countries where the business may operate Demonstrates commercial awareness of product development/service provision and cost relationships. Understands the business and its risks. Can prepare and presents business cases/proposals. Demonstrates cultural sensitivity. Analyses the impact of financial, social, political, environmental issues on the business; and where relevant, as they relate to different countries where the business may
operate.Critically demonstrates commercial awareness of product development/service provision and cost relationships. Holistic understanding of business and its risks. Assesses the impact of information and communication systems on the operations of the
business. Critical understanding of the global market opportunities and competitive environment.