ACCA考试公司法与商法(基础阶段)历年真题精选及详细解析1110-51
ACCA考试F4公司法与商法Russia真题2011年6月_真题-无答案
ACCA考试F4公司法与商法（Russia）真题2011年6月(总分100,考试时间180分钟)ALL TEN questions **pulsory and MUST be attempted** relation to the Russian legal system:(a) Describe the role and structure of the courts of general jurisdiction. (7 marks)(b) Explain the circumstances that will make it appropriate for a case to be dealt with by the court of arbitration. (3 marks)** relation to means of securing obligations:(a) Define ‘surety’. (2 marks)(b) Explain the rights and responsibilities of a surety. (4 marks)(c) Explain how the responsibilities of a surety are terminated. (4 marks)** relation to employment law:(a) Explain the general reasons for termination of a labour contract under the provisions of the Labour Code. (6 marks)(b) Explain the circumstances under which an employer must dismiss an employee. (4 marks)** relation to voluntary representation:(a) Explain the purposes and effect of a power of attorney. (3 marks)(b) Describe the types of powers of attorney that may be granted and the form they must take. (3 marks)(c) Explain how a power of attorney may be terminated. (4 marks)** relation to capital and financing:(a) Explain the process through which a joint-**pany (company limited by shares) may: (i) increase its share capital. (3 marks) (ii) reduce its share capital. (3 marks)(b) Explain the circumstances under which a shareholder may demand the redemption of shares, and the procedure for redemption. (4 marks)** relation to management and administration:(a) Define a ‘transaction in which there is an interest’ and set out the criteria that determine whether a party is deemed to be an interested party. (6 marks)(b) Explain how a transaction in which there is an interest is approved. (2 marks)(c) Explain the consequences of a violation of the procedures required to approve a transaction in which there is an interest. (2 marks)** relation to company insolvency:(a) Explain the purposes of observation. (2 marks)(b) Explain the observation process and how this affects the operations of **pany while observation is in force. (4 marks)(c) Explain the alternative outcomes once the observation process has been concluded. (4 marks)8.ZAO Learnfast is a publisher of study materials for professional students. It entered into contracts with Anna and Yevgeni under which they would produce study texts, with each text to be divided into 12 chapters of approximately equal length.Shortly after beginning to write her study text, Anna discovered that the work was too demanding. She wrote to ZAO Learnfast explaining this, enclosing drafts of the three chapters she had managed to complete, together with her invoice for one-quarter of the fee.Three months after entering into the contract with Yevgeni, ZAO Learnfast was advised by the relevant professional body that the subject on which Yevgeni was writing his study text would be withdrawn within a year. ZAO Learnfast wrote to Yevgeni explaining that his study text would no longer be required. By this time, Yevgeni had written three chapters of the study text. ZAO Learnfast is prepared to pay Yevgeni one-quarter of the fee specified in the contract.The contracts between ZAO Learnfast and the two writers made no provision for these events.Required:(a) Discuss the consequences of Anna’s withdrawal from her cont ract with ZAO Learnfast. (5 marks)(b) Discuss the consequences of the withdrawal of ZAO Learnfast from its contract with Yevgeni.(5 marks)9. Boris and Maria are general partners in a limited (commandite) partnership. Oleg is the only investing partner. Oleg’s capital contribution was one million roubles. The partnership agreement confines the business of the partnership to buying and selling furniture. Any transaction in excess of 500.000 roubles must be sanctioned by both of the general partners.In dealing with his regular suppliers, Boris was offered an attractive contract subject to a minimum value of 750.000 roubles. Boris entered into a contract to purchase furniture from this supplier, committing the partnership to expenditure of 750.000 roubles.Although usually not actively involved in the business, Oleg entered into a contract on behalf of the partnership with a supplier of electrical fittings for the home, as he considered this to be an excellent diversification that would increase the potential profitability of the business.Required:Analyse the implications of these contracts for Boris, Maria and Oleg, and explain whether the contracts are binding on the partnership.(10 marks)10. The directors of OAO Hopeful have approached Yuri, a very successful businessman, to become the new general director of **pany. **pany has struggled to achieve growth in recent years and Yuri has already demonstrated his ability to revive the economic fortunes of other **panies.Yuri has stated that he is prepared to accept the position subject to several conditions.(i) He wants the directors of OAO Hopeful to give him absolute power to carry out any transaction on behalf of **pany without power of attorney, as he argues that **pany must respond rapidly to urgent business needs.(ii) He insists that he must have the authority to take decisions on the **position of the board of directors as well as the capital structure of **pany.(iii) Yuri wants **pany to agree that he will serve on the board of directors for a minimum term of five years, during which he will be guaranteed a specified minimum return on any shares he holds in **pany.Required:Advise the board of directors of OAO Hopeful in respect of Yuri’s demands. (10 marks)。
2014年6月ACCA《公司法与商法》真题及答案探究一
2014年6月ACCA《公司法与商法》真题及答案探究一本文由高顿ACCA整理发布，转载请注明出处Question:（a）In relation to the English legal system, explain the meaning of:（i）criminal law;（ii）civil law.（b）Explain the hierarchy of courts dealing with criminal law.Answer:（a）（i）Criminal law relates to conduct which the State considers with disapproval and which it seeks to control. Criminal law involves the enforcement of particular forms of behaviour, and the State, as the representative of society, acts positively to ensure compliance. Thus, criminal cases are brought by the State in the name of the Crown and cases are reported in the form of Regina v … （Regina is simply Latin for ‘queen’ and case references are usually abbreviated to R v …）。
In criminal law the prosecutor prosecutes a defendant （or ‘the accused’）and is required to prove that the defendant is guilty beyond reasonable doubt. The Companies Act （CA）006 sets out many potential criminal offences, which may be committed by either the company itself, or its officers or other individuals. An example of this which may be cited is s.993, which relates to the criminal offence of fraudulent trading and applies to any person, not just directors or members, who is knowingly a party to the carrying on of a business with the intent to defraud creditors. The potential penalty on conviction is imprisonment for a maximum period of 10 years, or a fine or both.（ii）Civil law, on the other hand, is a form of private law and involves the relationships between individual citizens. It is the legal mechanism through which individuals can assert claims against others and have those rights adjudicated and enforced. The purpose of civil law is to settle disputes between individuals and to provide remedies; it is not concerned with punishment as such. The role of the State in relation to civil law is to establish thegeneral framework of legal rules and to provide the legal institutions to operate those rights, but the activation of the civil law is strictly a matter for the individuals concerned.Contract, tort and property law are generally aspects of civil law.Civil cases are referred to by the names of the parties involved in the dispute, for example, Smith v Jones. In civil law, a claimant sues （or ‘brings a claim against’）a defendant and the degree of proof is on the balance of probabilities. In relation to the CA 006, the duties owed to companies by directors set out in ss.171–177 may be cited as examples of civil liability, and directors in breach are liable to recompense the company for the consequences of their failure to comply with those duties, as is set out in s.178.In distinguishing between criminal and civil actions, it has to be remembered that the same event may give rise to both. For example, where the driver of a car injures someone through their reckless driving, they will be liable to be prosecuted under the Road Traffic legislation, but at the same time, they will also be responsible to the injured party in the civil law relating to the tort of negligence. Similarly, a director may fall foul of both the criminal regulation of fraudulent trading （s.993 CA 006）as well as breaching their duty to the company under one of the provisions of ss.171–177 CA 006.（b）The essential criminal trial cou rts are the magistrates’ courts and Crown Courts. In serious offences, known as indictable offences, the defendant is tried by a judge and jury in a Crown Court. For less serious offences, known as summary offences, the defendant is tried by magistrates; a nd for ‘either way’ offences, the defendant can be tried by magistrates if they agree but the defendant may elect for jury trial.Criminal appeals from the magistrates go to the Crown Court or to the Queen’s Bench Division （QBD）Divisional Court ‘by way of case stated’ on a point of law or that the magistrates went beyond their proper powers.Further appeal is to the Court of Appeal （Criminal Division）and then to the Supreme Court on a significant point of law.更多ACCA资讯请关注高顿ACCA官网：。
ACCAF1考试-会计师与企业(基础阶段)历年真题精选及详细解析1108-89
C Contingency theories
答案：C
10.4 According to research, which of the following statements is true of a consultative style of management,compared to other styles?
A Awareness of the importance of group dynamics and worker attitudes as an influence on productivity
B Concern for productivity and efficiency
C Awareness of the many different variables that influence and constrain a manager\'s behaviour
A Action-centred leadership
B Contingency theory
C The managerial grid
D Dispersed leadership
答案：A
10.2 Which of the following is an \'interpersonal\' role of management, in Mintzberg\'s classification of nine managerial roles?
ACCAF1考试-会计师与企业（基础阶段）历年真题精选及详细解析1108-89
10.1 Which leadership approach sees the leadership process in a context made up of three interrelated variables: task needs, the individual needs of group members and the needs of the group as a whole?
ACCAF1考试-会计师与企业(基础阶段)历年真题精选及详细解析1108-93
ACCAF1考试-会计师与企业（基础阶段）历年真题精选及详细解析1108-931.Which of the following organisations might benefit from a period of high price inflation?A An organisation which has a large number of long-term payablesB An exporter of goods to a country with relatively low inflationC A large retailer with a high level of inventory on display and low rate of inventory turnover答案：A2.Which of the following are the goals of macroeconomic policy?1 Encouraging economic growth2 Low unemployment3 Achievement of a balance between exports and imports4 Achieving zero inflationA 1 and 2B 2 and 3C 2, 3 and 4D 1, 2 and 3答案：D3.Which of the following is an example of cyclical unemployment?A The entry of school leavers into the labour pool each yearB Lay-offs among agricultural labourers in winterC Automation of ticketing services in tourismD Recession in the building industry答案：D4. A surplus on the balance of payments usually refers to a surplus or deficit on the____ account.Which word correctly complete this statement?A CurrentB CapitalC Financial答案：A5.Northland, Southland, Eastland and Westland are four countries of Asia. The following economic statistics have beenproduced for the year 2007.Country Northland Southland Eastland WestlandChange in GDP (%) –0.30 +2.51 –0.55 +2.12Balance of payments current account ($m) +5550.83 –350.47 –150.90 +220.39Change in consumer prices (%) +27.50 +15.37 +2.25 +2.15Change in working population employed (%) –4.76 +3.78 +1.76 –8.76Which country experienced stagflation in the relevant period?A NorthlandB SouthlandC EastlandD Westland答案：A6. __________economic growth is determined by supply-side rather than by demand side factors.Which word correctly completes this statement?A ActualB PotentialC National答案：B。
ACCAF1考试-会计师与企业(基础阶段)历年真题精选及详细解析1108-76
23.1 Trainee Sara is unhappy in her current training programme, because it is too \'hands on\': she is required to attempt techniques before she has had a chance to study the underlying principles first. She spends the evenings trying to read ahead in the course textbook.
A Training is the responsibility of the HR department.
B Training is all cost and no quantifiable benefit.
C The important thing is to do lots of training.
A Programmed
B Experiential
C Action
D Reflection
答案：B
23.6 All the followiቤተ መጻሕፍቲ ባይዱg, with one exception, are clear benefits of training and development for an organisation.
D Training can be an effective solution to some performance problems.
答案：D
23.4 _____ is \'the planned and systematic modification of behaviour through learning events, programmes and instruction which enable individuals to achieve the level of knowledge, skills and competence to carry out their work effectively\'.
ACCA考试F4公司法与商法Scots真题2011年12月_真题-无答案
ACCA考试F4公司法与商法（Scots）真题2011年12月(总分100,考试时间180分钟)ALL TEN questions **pulsory and MUST be attempted** relation to the Scottish legal system explain the following sources of law:(a) case law; (6 marks)(b) legislation, including delegated legislation. (4 marks)** relation to the contents of a contract explain the following:(a) express terms; (3 marks)(b) implied terms; (3 marks)(c) terms incorporated by reference. (4 marks)3. In relation to the law of negligence, explain the extent of a company au ditor’s duty of care; and to whom any such duty is owed. (10 marks)** the meaning of the following terms with regard to the law of agency, providing specific examples within the context of company law:(a) express authority; (3 marks)(b) implied authority; (3 marks)(c) ostensible/apparent authority. (4 marks)** relation to a company’s shares:(a) explain the following: (i) the statement of capital and initial shareholdings; (4 marks) (ii) the authorised minimum issued capital in a **pany. (1 mark)(b) explain and distinguish between ordinary shares and preference shares. (5 marks)** the context of corporate governance, explain and distinguish between:(a) (i) the chairman of a company’s board of directors; and (3 marks) (ii) a company’s managing director/chief executive. (2 marks)(b) (i) non-executive directors; and (2 marks) (ii) shadow directors. (3 marks)7. In relation to employment law explain the meaning of redundancy and the rules that govern it.(10 marks)8.Ade, a keen pottery collector, saw a notice for an auction of Bede pottery in the January edition of Antiques News. He travelled 300 kilometres to attend the auction in order to bid for a particularly rare example of Bede pottery, specifically mentioned in the lists of items to be auctioned. However, when he got to the auction site he found a notice outside, stating that the auction had been cancelled. Ade went into a nearby antique shop and saw an example of the type of pottery he **e to bid for. The price ticket stated that it was £500, but Ade said he was only willing to pay £350 for it. The shopkeeper, Chip, said he would sell it for £400 and as Ade said he would like time to think about it over lunch, Chip agreed not to sell it before Ade returned.However, when Ade returned to buy the pottery, he found that Chip had already soldit to someone else, who had paid £450 for it.Required:In the context of contract law, advise Ade whether he can take action against:(a) the auctioneers, for the expense of his travel to the auction; and(b) Chip, for not selling the pottery to him.9. Doc, a supplier of building materials, entered into the following transactions:(a) An agreement to sell some goods to a longstanding friend, Ed. The contractual document, however, actually stated that the contract was made with Ed’s company, Ed Ltd. Although the materials were delivered, they have not been paid for and Doc has learned that Ed Ltd has just gone into insolvent liquidation. (4 marks)(b) Doc had employed a salesman, Fitt, whose contract of employment contained a clause preventing him, Fitt, from approaching any of Doc’s clients for a period of two years after he had left Doc’s employment. Doc has found out that, on stopping working for him, Fitt has started working for a company, Gen Ltd, wholly owned by Fitt and his wife, and is approaching contacts he had made while working for Doc. (6 marks)Required:In the context of company law, advise Doc as to the legality and likely outcome of the above situations.Notes:– in (b) th e legality of the restraint of trade clause in Fitt’s contract of employment may be assumed; and–the mark allocation is shown against each of the transactions above.(10 marks)10. Ian is an accountant and one of his clients is Jet, who runs an illegal operation as well as some other legitimate businesses. Jet approached Ian for advice as to how he should deal with the gains he makes from the illegal operation.Ian suggested that, rather than try to use his existing legitimate businesses to disguise the source of the money, Jet should use his legally made money to buy the local football club, Kickers, with the intention of passing his gains from the illegal operation through its acc ounts.Ian’s reasoning was that as there was a lot of cash going through the football club on a weekly basis, and as there appeared to be very little control exercised over the finances of football clubs, it would be easy to mingle the illegal money with th e football club’s legitimate receipts.Jet accepted the proposal, bought the club, appointed Ian as its finance director and together they passed the illegal money through the football club. Lol, the long-term team manager of Kickers, has noticed the increa se in the club’s income, but is concerned that the extra money is going to Jet as the owner, and not being used to finance the club.Required:Analyse the scenario from the perspective of the law relating to money laundering, advising Lol as to the legality of the above situation and what action can be taken against Ian and/or Jet. (10 marks)。
acca公司法与商法
acca公司法与商法ACCA（注册会计师）公司法与商法是在ACCA“基础证书（F1-F3）”的基础上，进一步深化和扩展企业法律知识的一门课程。
公司法与商法研究的是商业法律中的重要主题，包括公司注册，公司治理，股东权益，公司债务和利润分配等方面。
因此，本文将围绕这些主题，介绍ACCA公司法与商法的相关内容。
公司注册公司注册是公司法与商法的重要内容之一，它是指将一家公司纳入法律框架，使其成为一名合法的法律实体。
在这个过程中，公司必须遵守一些法律规定，如成立文件必须包括公司章程等。
此外，公司的注册也需要遵守公司法的规定，包括注册公司的名称、类型、最大股东人数等。
考虑到公司注册的重要性，ACCA公司法与商法课程还会涉及如何申请公司名称注册，如何准备注册文件，以及如何提供合适的股权分配计划等问题。
公司治理公司治理也是ACCA公司法与商法的一个重点。
公司治理是指公司如何被管理和监督的一种模式。
公司治理的目标是确保公司的利益与股东的利益保持一致，并且遵守法律和道德规范。
治理的关键元素包括董事会、股东会和监事会等。
在ACCA公司法与商法中，公司治理也是课程的一个基本点。
ACCA公司法与商法将介绍公司治理的基本概念以及权力与责任的分配等。
此外，该课程还将讨论公司治理的不足，并提出一些改进公司治理结构的方法。
股东权益在ACCA公司法与商法中，股东权益也是一个非常重要的议题。
股东权益指股东拥有的公司所有权和控制权等。
这些权益可能包括股票、投票权和股息等。
ACCA公司法与商法还将探讨股东权益的各种类型和形式、股东权益的行使方式及公司对这些权益的管理方式等。
对于企业来说，掌握这些内容对于扩大公司的股东基础和增加投资回报是非常重要的。
公司债务公司债务也是ACCA公司法与商法中的重要议题之一。
公司债务是指公司向债权人借贷若干资金所负的责任。
一般来说，公司要负责偿还债务，否则将会承受经济损失或者法律责任。
ACCA公司法与商法将介绍公司债务的各种形式，包括长期债务、短期债务及其它形式的债务等。
ACCAF1考试-会计师与企业(基础阶段)历年真题精选及详细解析1109-9
ACCAF1考试-会计师与企业（基础阶段）历年真题精选及详细解析1109-91.The IASB\'s Conceptual Framework for Financial Reporting gives six qualitative characteristics offinancial information. What are these six characteristics?A Relevance, Faithful representation, Comparability, Verifiabilit, Timeliness and UnderstandabilityB Accuracy, Faithful representation, Comparability, Verifiability, Timeliness and UnderstandabilityC Relevance, Faithful representation, Consistency, Verifiability, Timeliness and UnderstandabilityD Relevance, Comparability, Consistency, Verifiability, Timeliness and Understandability答案：A2. Listed below are some comments on accounting concepts.1 Financial statements always treat the business as a separate entity.2 Materiality means that only items having a physical existence may be recognised as assets.3 Provisions are estimates and therefore can be altered to make the financial results of a business more attractive to investors.Which, if any, of these comments is correct, according to the IASB\'s Conceptual Framework for Financial Reporting?A 1 onlyB 2 onlyC 3 onlyD None of them答案：A3. Listed below are some characteristics of financial information.1 Relevance2 Consistency3 Faithful representation4 AccuracyWhich of these are qualitative characteristics of financial information according to the IASB\'s Conceptual Framework for Financial Reporting?A 1and2onlyB 2 and 4 onlyC 3 and 4 onlyD 1 and 3 only答案：D4. Which ONE of the following statements describes faithful representation, a qualitative characteristic of faithful representation?A Revenue earned must be matched against the expenditure incurred in earning it.B Having information available to decision-makers in time to be capable of influencing their decisions.C The presentation and classification of items in the financial statements should stay the same from one period to the next.D Financial information should be complete, neutral and free from error5. According to the IASB\'s Conceptual Framework for Financial Reporting, which TWO of the following are part of faithful representation?1 It is neutral2 It is relevant3 It is presented fairly4 It is free from material errorA 1and2B 2and3C 1and4D 3and4。
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B、There is a collateral contract
C、There is neither an agreement nor a contract
6 Which of the following statements about contracts of employment is true?
9 Where a contract states the sum to be paid in the event of a breach of contract, the stated sum is known as which of the following?
A、Unliquidated damages
2 An agency relationship whichto by which of the following terms?
A、Agency by estoppel
B、Agency by ratification
C、Agency by necessity
B、Any action for any injury suffered during the operation is limited to negligence
C、The level of any potential payment for any injury suffered is reduced
8 Which of the following is the consequence when a patient signs a medical consent form before an operation?
A、The patient gives up any right of action for any injury suffered
A、It may be issued at a discount
B、Interest on it may be paid from capital
C、It is paid after preference shares
D、It is freely transferable
5 Tan writes to Yun stating that he will sell his car to him for￡10,000. At the same time, Yun writes to Tan stating that he will buy his car for￡10,000. Which of the following statements applies to this situation?
A、They can be made either orally or in writing
B、They must be made in writing
C、They must be evidenced in writing
7 Where directors make a false statement of solvency prior to a members’ voluntary liquidation, which of the following have they committed under the relevant legislation?
B、Liquidated damages
C、Specific damages
D、Nominal damages
10 Which of the following applies to the concept of enlightened shareholder value?
A、It is the price shares can be expected to raise if they were to be sold
A、A breach of criminal law with criminal penalties
B、A breach of civil law with criminal penalties
C、A breach of civil law with civil liability
D、A breach of both civil and criminal law with liabilities under both
ACCA考试公司法与商法（基础阶段）历年真题精选及详细解析1110-51
Please use the space provided on the inside cover of the Candidate Answer Booklet to indicate your chosen answer to each multiple choice question.
1 Which of the following involves an offer which may only be accepted by performing an action?
A、A collateral contract
B、A unilateral contract
C、A bilateral contract
B、It is the yardstick for assessing the performance of directors’duties
3 In contract law, the ‘market price rule’ arises in relation to which of the following?
A、Offer
B、Consideration
C、Remoteness
D、Mitigation
4 In relation to a debenture, which of the following is NOT true?