ACCA F4 CORPORATE AND BUSINESS LAW 公司法与商法要点总结.doc

Key points of the course of Corporate and Business Law 1 In a criminal litigation, the prosecution brings an action against the defendant. 2 The equity law added to and improved on the common law by introducing the concept of fairness. 3 There are two parts in a judicial precedent: ratio decidendi and obiter dicta. The former part is binding and the latter part is only persuasive. 4 Employment appeal Tribunal hears the cases appealled from the Employment Tribunal. 5 Legislation is also known as statute law and may take the form of Acts of Parliament or delegated legislation under the Acts. 6 Delegated Legislation appears in various forms: Orders in Council, Bye-laws, Statutory instruments, Regulations by professional bodies. 7 The courts will usually look for evidence of three essential elements of a contract: Agreement – offer and acceptance An intention to create legal relations Consideration 8 Termination of an offer Revocation of offer Rejection Counter-offer Lapse of an offer 9 Acceptance is a positive act by the offeree which, if unconditional, brings a binding contract into effect. 10 The postal rule is not applied if the use of the post is not within the contemplation of both parties. 11 An offer can only be accepted by the offeree or the person authorised by the offeree. 12 Consideration must be valuable and sufficient but need not be adequate. 13 Promissory estoppel is a shield and not a sword: it cannot be used to enforce a gratuitous promise. 14 Where there is no express statement as to whether or not legal relations are intended, the courts apply one of two rebuttable presumptions to a case: (a) Social, domestic and family arrangements are not usually intended to be binding. (b) Commercial agreements are usually intended by the parties involved to be legally binding. 15 According to the Contracts (Rights of Third Parties) Act 1999, there is a two-limbed test for the circumstances in which a third party may enforce a contract term: (a) Whether the contr