LLW2004 Corporations Law

Scenario

You are a trainee solicitor in Delaney Williams, Lawyers and Consultants. You work for Jo Delaney, Lawyer.

Prepare two memos as per the instructions on Files 1 and 2 below

Client File 1  

Ro, Nic, Gene and Hedley want to start a netball club in their Melbourne neighborhood. They have heard that an association is the ‘way to go.’ However, they are also interested in a company structure.

Task 1: What is involved in terms of structure, documentation, regulation, funding sources, and use of funds for an association versus a pty ltd company?

Prepare a memorandum addressed to Jo Delaney

Client File 2

Sam and Ida run a café as a pty ltd, trading under the business name ‘Seafood Bounty Café’ and have done so for three years. Sam and Ida are the only directors, members and shareholders of the company, SBC Pty ltd.

Ida’s mother, Rowena, lent the company start-up capital of $50,000.  

The two long-time friends ran a café business previously without paperwork, but split everything 50-50. They discussed a partnership, but never formalized anything.

Ida has just found out that Sam has secretly set up another business with Patrick.

Task 2: Ida wants to know what:

• 2.1 Her responsibility is for the debt to Rowena?; and
• 2.2 What legal options she has, given Sam’s actions? 

Prepare a memorandum of advice addressed to Jo Delaney

Required

Please provide two memoranda of preliminary advice on the two client files referred to above.

Each memorandum is written by you in your capacity as a legal trainee addressed to your supervisor Jo Delaney, lawyer.

They should contain comprehensive advice on the legal and related matters pertinent to the issues referred to above.