Australian Corporation LawAccording to Corporate Law Overview (2006), basically, a corporation is a legal entity. It is created under the laws of the state it's incorporated within. The laws of each state vary, some more favourable than others. Federal law, under the Securities Act of 1933 - regulates how corporate securities (stocks, bonds, etc. ) are issued and sold. This article on Corporate Law Overview (2006), also mentioned that a corporation creates an "artificial person" or entity that can sue or be sued, enter into contracts, and perform other duties necessary to maintain a business.
The major advantage of a corporation is that the entity shields the individual owners or shareholders from personal liability for the liabilities and debts of the corporation, with some limited exceptions (such as unpaid taxes). The legal "person" status of a corporation also gives it an indefinite life; the termination or death of certain individuals does not alter the corporate structure. Persons trained in corporate law are responsible for bringing corporations into being. Corporate lawyers structure the stock and bond offerings and the bank and insurance loans that provide enterprises with capital.
They bring about the joint ventures, licensing arrangements, mergers, acquisitions, and the myriad of other transactions entered into by the corporation. Areas include business formations, securities law, venture capital financing, business agreements, internal forms, and business tax consultation. The Corporations Act 2001 or sometimes referred to as the Corporations Act (or informally as the 'Corps' Act), is an act of the Commonwealth of Australia that sets out the laws dealing with business entities in Australia at federal and interstate level. It focuses primarily on companies, although it also covers some laws relating to other entities such as partnerships and managed investment schemes.
It is presently the largest corporations statute in the world. The CLERP reforms (currently at CLERP 9) are simplifying the statute. At several thousand pages long, the statute dwarfs those of other nations such as Sweden, whose corporations statute, comparatively, is less than 200 pages long. The Corporations Act is the principal legislation regulating companies in Australia. It regulates matters such as the formation and operation of companies (in conjunction with a constitution that may be adopted by a company), duties of officers, takeovers and fundraising (Corporations Act 2001 based on Wikipedia, 2006). In Australia corporations are registered and regulated by the Commonwealth Government through the Australian Securities and Investments Commission.
Corporations law has been largely codified in the Corporations Act 2001 (Corporation, 2006). The duty to disclose doctrine provides that people generally are liable for omissions only if they have a duty to disclose the withheld information. The doctrine has been applied in several contexts. For instance, it requires corrective disclosures from those who have made statements that are rendered misleading by subsequent events.
It also protects from liability those who come into possession of material information but remain silent, unless they also have disclosure obligations. Those who choose to speak, however, must speak honestly (Duty to Disclose). This is the advise of the legal rights and liabilities for the Builders Ltd. that will be given to them based on the Australian corporation law. The constitution of the Builders Ltd. includes the following clauses: a) to build office building within the city of Sydney local government area and b) to do all such things as are necessary to achieve.
Based on the constitution of that the Builders Ltd. , the managing director may enter into contracts on behalf of the company to the value of $100,000 and provided that the Board of Directors especially authorizes him or her. He or she may enter onto contract on behalf of the company to the value of $950,000, provided, the Board of Directors especially authorizes him or her.