Question

1.Mention any one (1) person who is authorised to deliver a company’s constitution to the Registrar of Companies.

a. Mention the maturity age of a person who can incorporate a company in Ghana.

b. Provide any two (2) types of resolution of a company.

c. Mention any two (2) effects of directors acting ultra vires.

2. State any two (2) consequences of incorporating a company in Ghana.

a. Provide any two (2) types of meetings that members of a company may hold.

b.Briefly define the principle of ultra vires within the contest of company law.

c. State any two (2) duties of a promoter.

3. State the mechanism that members of a company undertake to alter the content of the company’s constitution.

a. Briefly explain the presumption of regularity/ internal management rule.

b. Identify any one (1) role of the partners in the registration of a partnership.

c . Mention any two (2) individuals who conduct business on behalf of a company.

d.Briefly define a constitution of a company.

nore: please use companies act 2019 to answer the questions

Answer 1

1.Mention any one (1) person who is authorised to deliver a company’s constitution to the Registrar of Companies.

● COMPANY SECRETARY IS THE PERSON WHO IS AUTHORISED TO DELIVER A COMPANY'S CONSTITUTION TO THE REGISTRAR OF A COMPANY UNDER COMPANIES ACT, 2019 (ACT 992 )

a. Mention the maturity age of a person who can incorporate a company in Ghana.

● ANYONE OVER 18 YEARS OLD CAN INCORPORATE A COMPANY IN GHANA

b. Provide any two (2) types of resolution of a company.

● Ordinary Resolution

● Circulated written resolution

● Special Resolution.

c. Mention any two (2) effects of directors acting ultra vires.

Under Companies Act, 2019 ( Act 992), ultra vires rule has been abolished.

● Any liability owed by the directors for ultra-vires act is to pay to the company.

● Newly changed rule enhance the directors to clarify on the legal form of the the company with which they are dealing.

● Directors can appoint qualified person as Secretary.

2. State any two (2) consequences of incorporating a company in Ghana.

● Under the Companies Act, 2019 ( Act 992), if a person commit any fraud or misconduct,then the person will disqualified automatically to act or be appointed as a director within 5 years

● Upon a second conviction, the person will be disqualified for 10 years. Any further conviction will make permanent disqualification of that person from the company.

These are some of the 2 consequences of incorporating a company in Ghana.

a. Provide any two (2) types of meetings that members of a company may hold.

● General Meeting

● Board Meeting

b.Briefly define the principle of ultra vires within the contest of company law.

● Ultra-vires is a part of fundamental rule under companies act that states that all objectives should be mentioned in Memorandum of Association, and should be under the extent of the act. If any company fails to act under this clause, that means enter into a contract beyond the power of the directors or the company itself, all the contracts of the company will be void and illegal.(Companies Act )

Under the Companies Act 2019 ( Act 992), doctrine of ultra-vires has taken away from the act. Ultra vire is the rule that strictly stick to the category of business stated in their regulations. The newly incorporated company does not need to file an objective clause with the registrar of the company. The company has the choice to regulate and limit their own objectives by self for any special purposes or operation.

c. State any two (2) duties of a promoter.

● It is the duty of the promoters to give compensation for any loss incurred by the company beacuse of the failure of promoter to observe Utmost good faith.

● Observe Utmost good faith towards the transaction of the company on or behalf of the company.

3.

b. Identify any one (1) role of the partners in the registration of a partnership.

● It is the duty of the partners to chart out the right and responsibilities of each partners in the document at the time of registration.

c . Mention any two (2) individuals who conduct business on behalf of a company.

● Promoter - Promoter is a person who has been engaged or interested in formation of a company.

● Company Secretary can conduct the business on behalf of company

d.Briefly define a constitution of a company.

Constitution of a company is an aggregate of fundamental principles or established precedents that states the legal basis, organization or other type of entity and determine how the entity is to be governed.

According to our guidelines I can't answer more than 4 or 5 question, but I have answered extra questions in it. Can you post the other question separately. I think one more is left I don't have enough time to answer only limited time to answer.