2014年12月ACCA《公司法與商法》試題及答案1

　　正保會計網(wǎng)校為ACCA學員整理了歷年試題，希望幫助學員查漏補缺、鞏固知識點。

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

2 An agency relationship which is made retrospectively is referred to by which of the following terms?

A、 Agency by estoppel

B、 Agency by ratification

C、Agency by necessity

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?

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、There is a binding agreement due to the postal rule

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?

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?

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

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

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

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

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

B、It is the yardstick for assessing the performance of directors’ duties

C、 It is the standard of behaviour expected of shareholders in general meetings

11 Which of the following involves a summary dismissal in relation to a contract of employment?

A、Both parties agree to end the contract immediately without notice

B、The employee breaks the contract without notice

C、The employer terminates the contract without notice

12 What qualification is the company secretary of a private limited company required to have?

A、 An appropriate legal qualification

B、 An appropriate professional qualification such as ACCA

C、 No qualification

13 Statutory redundancy payment is calculated on the basis of which of the following?

A、Length of service and pay only

B、 Age and length of service only

C、Age, length of service and pay

14 In relation to wrongful trading, the standard against which the conduct of directors will be assessed is which of the following?

A、Purely subjective, depending on the actual skill of the director

B、Purely objective, depending on what is expected of a director in that position

C、A mixture of subjective and objective but only to increase potential liability

D、A mixture of subjective and objective but only to reduce potential liability

15 Which of the following statements as regards an acceptance of an offer ‘subject to contract’ is true?

A、It binds the offeror

B、It binds neither party

C、It binds both parties

16 Su had just passed her driving test when she negligently drove into a pedestrian. What standard of care will Su be judged by?

A、 The objective standard of a newly qualified driver, lack of experience will be taken into account

B、The objective standard of a competent driver, lack of experience will not be taken into account

C、The subjective standard of actual ability

17 Which of the following are ordinary partnerships UNABLE to create in relation to their property?

A、Mortgages

B、Fixed charges

C、 Floating charges

18 Which of the following courts deal with civil law matters ONLY?

A、The Crown Court

B、 The magistrates’ court

C、 The county court

19 Jo promises to pay a reward for the return of her lost phone. Mia finds the phone and returns it to Jo. Which of the following types of consideration has Mia provided?

A、 Executed consideration

B、Executory consideration

C、 Past consideration

20 Which of the following requires court approval before the appointment of an administrator?

A、 Creditors

B、 Holders of floating charges

C、 The directors of the company

D、 The company itself

21 Which of the following is an English court NORMALLY bound to follow?

A、 An obiter statement of a higher court

B、 A ratio of a lower court

C、 A ratio of a court at the same level

D、 An obiter statement of the Supreme Court

22 Which of the following courts hear appeals from the magistrates’ court?

(1) County court

(2) Crown Court

(3) High Court

A、 (1) and (2) only

B、(2) and (3) only

C、 (1) and (3) only

D、 (1), (2) and (3)

23 Which of the following is NOT an automatic consequence of a compulsory winding up order against a public limited company?

A、 Transfers of shareholdings are suspended

B、 Liquidation is deemed to start on the date of the issuing of the order

C、 Directors cease to exercise any management power

D、 Employees are immediately dismissed

24 Which TWO of the following apply to shares of companies whose names end in ‘Ltd’?

(1) They may not be issued to non-members

(2) They may not be offered to the public

(3) They may not be transferred

(4) They may not be traded on the stock exchange

A、 (1) and (2)

B、 (2) and (3)

C、 (1) and (4)

D、 (2) and (4)

25 Which of the following statements regarding the age limits for serving as a director in a public limited company is true?

A、 Minimum age 16 years and no maximum age

B、 Minimum age 21 years and no maximum age

C、 Minimum age 21 years and maximum age 75 years

D、 Minimum age 16 years and maximum age 75 years

26 Which TWO of the following are private law actions?

(1) Those between individuals

(2) Those between business organisations

(3) Those between individuals and the state

A、 (1) and (2)

B、 (1) and (3)

C、 (2) and (3)

27 In which procedure does a liquidation committee operate?

(1) Compulsory liquidation

(2) A members’ voluntary liquidation

(3) A creditors’ voluntary liquidation

(4) Administration

A、 (1) and (2)

B、 (2) and (4)

C、 (1) and (3)

D、 (3) and (4)

28 The category of treasury shares comes into existence under which of the following circumstances?

A、 They are issued as such by a private company

B、 They are issued as such by a public company

C、 They are purchased as such by the exchequer

D、 They are purchased as such by a private or public company

29 Which of the following is NOT a source of English law?

A、 Custom

B、 Equity

C、 Public law

30 Which of the following are owed a duty of care by auditors when preparing a company’s audit report?

A、 A potential investor with no current holding

B、 An existing shareholder looking to increase their holding

C、 A company looking to make a takeover bid for the company

D、 The company and the existing shareholders in the company as a body

31 In a potential redundancy situation, an employee may lose the right to payment if they reject an offer of alternative employment within the business. Which of the following will allow the employee to reject the employment offered and claim redundancy?

A、 The alternative was suitable but the employee reasonably felt that it was not of the same status

B、 The alternative was suitable but the employee refused to consider it

C、 The alternative was suitable but the employee’s grounds for refusing to accept it were unreasonable

32 Which TWO of the following are reasons for dismissal which must be justified as FAIR?

(1) Capability or qualifications of the employee

(2) Legal prohibitions relating to the employee

(3) Refusal of the employee to join a trade union

(4) Taking part in unofficial industrial action

A、 (1) and (2)

B、 (1) and (3)

C、 (2) and (3)

D、 (2) and (4)

33 What type of contract does an employee have?

A、 A contract for service

B、 A contract of service

C、 A contract for services

D A contract of services

34 Which of the following describes a pre-contractual statement which does NOT form a term of a contract but induces the contract?

A、 A condition

B、 A warranty

C、 A representation

D、 An innominate term

35 Which of the following exists as a separate legal entity from its members?

A、 An ordinary partnership

B、 A limited partnership

C、 A limited liability partnership

36 Which of the following must a private company ALWAYS have?

A、 Shares

B、 Limited liability

C、 A company secretary

D、 A registration certificate

37 A breach of a contractual warranty enables the injured party to do which of the following?

A、 To sue for damages only

B、 To sue for damages or terminate the contract

C、 To sue for damages and terminate the contract

D、 To terminate the contract only

38 In relation to the tort of negligence, which TWO of the following criteria are required to establish the existence of a duty of care?

(1) The claimant suffered a financial loss

(2) The harm suffered was reasonably foreseeable

(3) A relationship of proximity existed between the parties

(4) The claimant did not consent to cause the injury suffered

A、 (1) and (2)

B、 (1) and (3)

C、 (2) and (3)

D、 (2) and (4)

39 In relation to defences to the tort of negligence, which of the following is the consequence of a finding of volenti non fit injuria?

A、 It removes the requirement to pay damages

B、 It reverses the burden of proof as to who can claim damages

C、 It increases the level of damages

D It decreases the level of damages

40 Which of the following actions is open to a party who has only partly performed work under a contract?

A、 Quantum meruit

B、 Action for the price

C、 Damages

D、 Restitution

41 Which of the following is an example of the purposive approach to statutory interpretation?

A、 The mischief rule

B、 The literal rule

C、 The golden rule

42 Which is the correct minimum period of notice an employee is entitled to after five years’ service?

A、 One calendar month

B、 Five weeks

C、 Ten weeks

D、 Five calendar months

43 In relation to agency law, ‘warranty of authority’ is provided by which of the following?

A、 The agent

B、 The principal

C、 The third party

44 Which of the following correctly applies to the burden of proof in a criminal case?

A It must be proved beyond reasonable doubt

B、 It must be proved on the balance of probabilities

C、 It lies with the prosecution

D、 It lies with the defence

45 Where a business includes a term in a contract which excludes liability for death and personal injuries through negligence, which of the following states the effect of the term?

A、 It is invalid

B、 It is invalid unless it is reasonable in the circumstances of the case

C、 It is valid only if specifically brought to the attention of the other party

D、 It is valid if it is clearly included in the contract terms

Answer:

1 、B

2 、B

3、 D

4 、C

5 、C

6、 A

7、 A

8 、B

9、 B

10 、B

11 、C

12 、C

13、 C

14、 C

15 、B

16 、B

17 、C

18 、C

19、 A

20 、A

21 、C

22 、B

23 、B

24 、D

25 、A

26、 A

27 、C

28 、D

29 、C

30 、D

31 、A

32 、A

33 、B

34 、C

35 、C

36 、D

37、 A

38 、C

39、 A

40、 A

41 、A

42、 B

43 、A

44、 C

45 、A