ASSIGNMENT LEGAL ASPECTS OF BUSINESS

MK 0051
Q1.
Discharge refers to the termination of contractual
relationship between the parties. Explain the statement along
with different modes of discharging a contract.
Explanation of service positioning
Explanation of modes
ANS: positioning

Explanation of service

The difficulty of exposition of discharge by performance or by breach is that

performance and breach are in reality mirror images of each other (two
sides of the same coin Anson).
E.g. X contracts to build a shed for Y for 800. X carries out the work, feels
that he has performed his obligations, has no further obligation under the
contract, and claims the 800 contract price. However, Y may claim that X's
performance is defective.

Explanation of modes
Historical approach
An historical approach is useful. The original rule at Common Law was always
that performance must be precise and exact. In other words, the obligation
under the contract was entire and only an entire performance would entitle a
party to payment under the contract.

Harsh rule

Both of the above decisions are harsh because the defendant either receives
a benefit or makes a profit without having to pay anything. Consequently,
the courts have developed certain doctrines in order to achieve justice
between the contracting parties.

Discharge by Breach
When can the innocent party terminate the contract and regard himself as
discharged from his contractual obligations because of the other party's
breach?
It is always possible to sue for damages for breach of contract (i.e. for breach
of condition or warranty), but the right of the innocent party to treat the
contract as discharged arises only where there has been a breach of
condition, or a repudiator breach in the case of an intermediate term, viz.

Discharge by Agreement
Just as a contract is formed by agreement so it can be discharged or varied
by agreement; BUT just as consideration is essential to agreement so it is
substantially necessary for discharge or variation, unless the release is
executed by deed. The process is known as ACCORD AND SATISFACTION; the
accord is the agreement and the satisfaction the consideration.

Discharge by Frustration
Whilst the doctrine has seen expansion from its inception, it is still narrow in
application; Lord Roskill stated that it is: "not lightly to be invoked to relieve
contracting parties of the normal consequences of imprudent bargains."

Concept
Frustration occurs whenever a contract, after its formation, becomes
impossible to perform without default of either party; the doctrine is often
called subsequent or supervening impossibility, and its effect is that the
parties are released from their contractual obligations.

Q2. Explain the meaning of Power of Attorney, its types and

clause related to registration.
Meaning
Types
Registration

ANS: -

Meaning

A power of attorney is an instrument containing an authorization for one to

act as the agent of the principal that terminates at some point in the future
either by its terms or by operation of law such as death of the principal or
agent. They are also called letters of attorney. The person appointed is
usually called an Attorney-in-Fact. A power of attorney which doesn't provide
for a successor attorney-in-fact to be appointed will terminate at the death of
the attorney-in-fact. The person making the power of attorney appointment
is called the principal.

Types
Durable power of attorney: - Under the common law, a power of
attorney becomes ineffective if its grantor dies or becomes "incapacitated,"
meaning unable to grant such a power, because of physical injury or mental
illness.

Health care power of attorney: - In some jurisdictions, a durable

power of attorney can also be a "health care power of attorney.

Relationship with advance health care directive: - Related to

the health care power of attorney is a separate document known as
an advance health care directive, also called a "living will".

Springing power of attorney: - In some U.S. states and other

jurisdictions, it is possible to grant a springing power of attorney

Standardized forms: - Standardized forms are available for various

kinds of powers of attorney, and many organizations provide them for their
clients, customers, patients, employees, or members.

Registration
A power of attorney is not compulsorily registrable unless it creates an
interest in any immovable property i.e. charge in favor of done. Registration
of power of attorney is optional In India, where the Registration Act, 1908, is
in force, the Power of Attorney should be authenticated by a Sub-Registrar

only, otherwise it must be properly notarized by the notary especially where

in case power to sell land is granted to the agent. If a power of attorney is in
respect of an immovable property of value more than Rs100 it must be
registered. Registration of power of attorney authenticates the deed of power
of attorney.
i. To execute all contracts, deeds, bonds, mortgages, notes, checks, drafts,
money orders.
ii. To manage, compromise, settle, and adjust all matters pertaining to real
estate.
iii. To lease, collect rents, grant, bargain, sell, or borrow and mortgage.
iv. To sell any and all shares of stocks, bonds, or other securities.
v. To file, sign all tax returns, insurance forms and any other documents.
vi. To enter into contacts, and to perform any contract, agreement, writing, or
thing to make, sign, execute, and deliver, acknowledge any contract,
agreement.
vii. To make health-care decisions for the donor or his minor children.
viii. To sue on behalf of the principal.

Q3. Explain the procedure of registration of

partnership firms.

ANS:Partnership firms in India are governed by the Indian Partnership Act, 1932.
While it is not compulsory to register your partnership firm as there are no
penalties for non-registration, it is advisable since the following rights are
denied to an unregistered firm.

A partner cannot file a suit in any court against the firm or other partners
for the enforcement of any right arising from a contract or right conferred by
the Partnership Act.

 A right arising from a contract cannot be enforced in any Court by or on

behalf of your firm against any third party.

Further, the firm or any of its partners cannot claim a set off (i.e. mutual
adjustment of debts owned by the disputant parties to one another) or other
proceedings in a dispute with a third party.

Registration Procedure: A partnership firm can be registered whether

at the time of its formation or even subsequently. You need to file an
application with the Registrar of Firms of the area in which your business is
located.

Application for partnership registration should include the following

information: -

Name of your firm

Name of the place where business is carried on
Names of any other place where business is carried on
Date of partners joining the firm
Full name and permanent address of partners.
Duration of the firm

Every partner needs to verify and sign the application

Ensure that the following documents and prescribed fees are enclosed with
the registration application:

- Application for Registration in the prescribed Form I

- Duly filled Specimen of Affidavit
- Certified copy of the Partnership deed

- Proof of ownership of the place of business or the rental/lease agreement

thereof

It may be noted here that the name of your partnership firm should not
contain any words which may express or imply the approval or patronage of
the government except where the government has given its written consent
for the use of such words as part of the firms name.

Once the Registrar of Firms is satisfied that the application procedure has
been duly complied with, he shall record an entry of the statement in the
Register of Firms and issue a Certificate of Registration.

Q4. What are the circumstances under which breach of condition

is treated as breach of warranty?
ANS: (1) Subsections (2) to (4) and (7) below do not apply to Scotland and
subsection (5) below applies only to Scotland.
(2) Where a contract of sale is subject to a condition to be fulfilled by the
seller the buyer may waive the condition, or may elect to treat the
breach of the condition as a breach of warranty and not as a ground for
treating the contract as repudiated.
(3) Whether a stipulation in a contract of sale is a condition, the breach
of which may give rise to a right to treat the contract as repudiated, or a
warranty, the breach of which may give rise to a claim for damages but
not a right to reject the goods and treat the contract as repudiated,
depends in each case on the construction of the contract; and a
stipulation may be a condition, although called a warranty in the
contract.
(4) Where a contract of sale is not severable and the buyer has accepted
the goods or part of them, the breach of a condition to be fulfilled by the
seller can only be treated as a breach of warranty, and not as a ground
for rejecting the goods and treating the contract as repudiated, unless
there is an express or implied term of the contract to that effect.

(5) In Scotland, failure by the seller to perform any material part of a

contract of sale is a breach of contract, which entitles the buyer either
within a reasonable time after delivery to reject the goods and treat the
contract as repudiated, or to retain the goods and treat the failure to
perform such material part as a breach which may give rise to a claim for
compensation or damages.
(6) Nothing in this section affects a condition or warranty whose
fulfillment is excused by law by reason of impossibility or otherwise.

Q5. Explain the procedure for filing a complaint and

admission of complaint in consumer protection act.
Filing a complaint
Admission of complaint

ANS: -

Filing a Complaint

In legal terminology, a complaint is any formal legal document that sets out
the facts and legal reasons (see: cause of action) that the filing party or
parties (the plaintiff(s)) believes are sufficient to support a claim against the
party or parties against whom the claim is brought (the defendant(s)) that
entitles the plaintiff(s) to a remedy (either money damages or injunctive
relief). For example, the Federal Rules of Civil Procedure (FRCP) that govern
civil litigation in United States courts provide that a civil action is
commenced with the filing or service of a pleading called a complaint.
In some jurisdictions, specific types of criminal cases may also be
commenced by the filing of a complaint, also sometimes called a criminal
complaint or felony complaint. All criminal cases are prosecuted in the
name of the governmental authority that promulgates criminal statutes and
enforces the police power of the state with the goal of seeking criminal
sanctions, such as the State (also sometimes called the People) or Crown (in
Commonwealth).

Admission of complaint
(1) The District Forum shall, on admission of a complaint, if it relates to any
goods,

(a) refer a copy of the admitted complaint, within twenty-one days from the
date of its admission to the opposite party mentioned in the complaint
directing him to give his version of the case within a period of thirty days or
such extended period not exceeding fifteen days as may be granted by the
District Forum.
(b) Where the opposite party on receipt of a complaint referred to him
under clause (a) denies or disputes the allegations contained in the
complaint, or omits or fails to take any action to represent his case within the
time given by the District Forum, the District Forum shall proceed to settle
the consumer dispute in the manner.
(c) where the complaint alleges a defect in the goods which cannot be
determined without proper analysis or test of the goods, the District Forum
shall obtain a sample of the goods from the complainant, seal it and
authenticate it in the manner prescribed and refer the sample so sealed to
the appropriate laboratory along with a direction that such laboratory make
an analysis or test, whichever may be necessary.

Q6. Write short notes on:

(a) Shares and its classification
(b) Meetings and its classification
ANS: Shares and its
classification
Cumulative and Non-cumulative Preference shares
Cumulative preference shares enjoy the right to receive the dividend in
arrears for the years in which company earned no profits or insufficient
profits, in the year in which company earns profits.

Redeemable and Irredeemable Preference Shares

Redeemable preference shares can be redeemed on or after a period fixed
for redemption under the terms of issue or after giving a proper notice of
redemption to preference shareholders.

Convertible and Non-convertible preference shares

Where the preference shareholders are given a right to convert their holding
into ordinary shares, within a specified period of time, such shares as known
as convertible preference shares.

Participating and Non-participating Preference Shares

The holders of participating preference shares have a right to participate in
the surplus profits of the company remained after paying dividend to the
ordinary shareholders and preference shareholders at a fixed rate.

Meetings and its classification

Ad hoc meeting, a meeting called for a special purpose

Board meeting, a meeting of the Board of directors of an organization

Investigative Meeting, generally when conducting a pre-interview, exit

interview or a meeting among the investigator and representative

Kickoff meeting, the first meeting with the project team and the client
of the project to discuss the role of each team member

Management meeting, a meeting among managers

Off-site meeting, also called "offsite retreat" and known as an Away
day meeting in the UK
One-on-one meeting, between two individuals

Pre-Bid Meeting, a meeting of various competitors and or contractors

to visually inspect a jobsite for a future project. The meeting is normally
hosted by the future customer or engineer who wrote the project
specification to ensure all bidders are aware of the details and services
expected of them. Attendance at the Pre-Bid Meeting may be mandatory.
Failure to attend usually results in a rejected bid

Staff meeting, typically a meeting between a manager and those that

report to the manager

Team meeting, a meeting among colleagues working on various

aspects of a team project

Work Meeting, which produces a product or intangible result such as a

decision

Ujjwal Kumar Singh (9810595187)