Seaspan Agencies Pte Ltd (“the plaintiff”) against Chin Siew Seng (“Chin”) for breach of director’s duties by allegedly (1) diverting payment of commissions due to the plaintiff and certain business opportunities to his own company and (2) procuring the payment of commissions by the plaintiff to a third party without the knowledge of the other directors. Facts In 1991, Quah Hun Kok (“Quah”), Chin and two other persons founded the plaintiff (ship agency business which required it to act as agents of ship-owners to tend to the needs of vessels and crew when they called at Singapore and for which service the plaintiff was paid agency fees) as well as Seaspan Chartering. At the end of 2003, Seaspan Chartering (ship-brokering business which required the plaintiff to act as a broker and to arrange fixtures between shipowners, charterers and/or cargo owners for which service the plaintiff was paid a commission) ceased to do business and Chin shifted the business to the plaintiff with Joanne Ho Syn Ngan (“Ho”) and Leong Mui Ling (“Leong”) joining. In the later half of 2005, Quah noticed that the transactions handled by Chin pertaining to the ship-brokering business had led to high payouts of “Address Commissions”. For each ship-brokering transaction, the plaintiff would be paid a commission by the ship-owner or carrier. Of the commissions received, the accounts revealed that the plaintiff had in turn paid out Address Commissions to certain third parties. On 13 October 2005, Chin incorporated Seaspan Singapore to carry on the business of ship-brokering with Ho and Leong joining. Legal issues (a) Did Chin breach his director’s duties by diverting commission due to the plaintiff and the ship-brokering business to Seaspan Singapore? (b) ... ... middle of paper ... ...ff’s funds to pay the third party, implying a breach of duty to act honestly. By failing to reveal the identity of the third party and having a confidential agreement with Martin Charles, Chin’s actions could not be said to have acted in the best interests of the plaintiff. Therefore, there was a breach of director’s duties in procuring the payment of the Address Commissions to Martin Charles and was liable to compensate the plaintiff a sum of $353,501.95. Lawnet.com.sg.ezp1.lib.sp.edu.sg, (2014). SPICE Login - ELISER - Library - Singapore Polytechnic. [online] Available at: http://www.lawnet.com.sg.ezp1.lib.sp.edu.sg/lrweb/search.do?subaction=lrLp2ViewCaseDetail&catCd=null&ncit=[2010]%20SGHC%2038&formattedQuery=%28breach%3CAND%3Edirector%27s%3CAND%3Eduties%29+%3CAND%3E+%28Priority+%3D+%22Y%22%29+&lrPortletId=lp2cm&catDesc=Judgments#p1_2 [Accessed 19 May. 2014].
Andrea may decide not to inform the limited partners about the misrepresentation of Skyline Views’s financial statements; to avoid conflict, this decision permits Ed to deceive the company and limited partners. In addition, by deciding not to inform the limited partners of Ed’s deceit, Andrea would be disregarding the American Institute of Certified Public Accountants Code of Professional Conduct in her being unreliable, dishonest and deceitful. Andrea has the responsibility of protecting her client, which involves encouraging the correction of financial statements in order to prevent suspicion during audits that could lead to fines and imprisonment. Andrea’s second option is to inform the limited partners about how misrepresentations of Skyline Views’s financial statements are permitting Ed to claim a higher management fee; this decision will fulfill her due diligence obligation to the limited partners while maintaining her integrity as a certified public accountant in supporting the American Institute of Certified Public Accountants Code of Professional Conduct.
Ans. 6 The Court can overrule the decision for terminating Paul as he was not involved in the scheme. Due to his honesty he even admitted to be aware of the scheme. Moreover, no fraud was found in his facility and he should be held responsible for the warehouse for which he is in charge. Furthermore, higher management should be held responsible for not keeping an eye on the activities of supervisors at different locations.
In my opinion, if the jury in this case subtracted the contractual claims against the profits, they would have arrived at different damage/entitlement amounts. My guess is Main Line would have been entitled to much less than what was awarded in this case.
In August 2008, NFM sent the McCaulleys another invoice of $14,550 and told them that NFM did not have to honor the agreement, because of the pricing error and a provision concerning this error printed in the back of the invoices the McCaulleys received. NFM eventually refunded the deposit to the McCaulleys’ credit card without informing them. On September 26th 2008, the McCaulleys filed a complained to seek declaratory relief and damages on the basis that NFM breached the sales contract. On October 24th 2008, NFM answered that the pricing error clause on the invoices invalidated the complaint and the fact that Richard and Michelle took no action to retender the deposit led to the rescission of the contract. In April 27th 2012, the district court ruled in favor of NFM. The McCaulleys appealed, alleging that there were several errors in the trial court’s judgment regarding the terms and conditions in the parties’ sales contract.
1B. Alice, the agent has the duty to be loyal and act solely in the interest and for the benefit of Peter, her principal. As such, Alice is prohibited from acting as a representative of two principals in one transaction unless both are aware and consent to the same. Alice will not be able to obtain the
The suit was ref the board of directors and key officers, alleged breach of fiduciary duty, abuse of control, gross management, waste of corporate assets, unjust enrichment, and breach of fiduciary duties for insider selling and misappropriation of information. The plaintiffs had met their rule 23.1 burden to plead with particularity their claims of demand futility. (Case: 1:04-cv-00041 Document #: 142 Filed: 02/28/07 Page 2.) The conclusion of this case is the defendants’ motion to dismiss plaintiff’s verified shareholders amended derivative compliant (122) with prejudice is granted. The case was hereby terminated. Case: 1:04-cv-00041 Document #: 142 Filed: 02/28/07 Page
Therefore, the court evaluated the facts the Plaintiff provided and evaluated if they support a reasonable belief that the Defendants’ statements were misleading. The court held that (1) Defendants statement that Plaintiff would double his money is mere puffery and no reasonable investor would rely on such representations; (2) the table of financial projections must be viewed only as “estimates” and not binding, which do not demonstrate fraudulent intent; (3) the e-mail was not sent to Plaintiff. Therefore, it is not relevant to Plaintiff’s claim; (4) Because Defendants could not have disclosed the ongoing litigation at the time Plaintiff made first investment, Defendants did not violate the securities laws by failing to inform Plaintiff of litigation; (5) documents given to Plaintiff prior to investment expressly acknowledged potential challenges with respect to permitting. The false statements related to permits were not sent to Plaintiff before his decision to invest. Therefore, those misrepresentations are not actionable under the provisions of the Exchange act relied upon by the
I have been given full authority to resolve this matter with Mr. Napier. After agreeing to the above chain of events, Mr. Napier still contends that he is entitled to full compensation as his contractual obligations were fulfilled. PADD is willing to compromise and pay a portion of the fee. However, because of the nightmare that Mr. Napier’s misconduct caused, is not willing to pay the contract in full. The compromise set forth in the negotiations are: PADD will pay Mr. Napier $5,000 and Mr. Napier will release a statement saying in part that he is not in any way affiliated with the non- profit
According to the facts in this case, Walkovszky was hit by a cab four years ago in New York and the cab was negligently operated by defendant Marches. The defendant Carlton, who is being sued, owned and ran the cab company in which he set up ten corporations, including Seon. Each of the corporations had two cabs registered in its name. The minimum automobile liability insurance required by the law was $10,000. According to the opinion of the court the plaintiff asserted that he is also ?entitled to hold their stock holder personally liable for damages, because multiple corporate structures constitutes an unlawful attempt to defraud the general member of the public.?
In the book, When China Ruled the Seas, Levathes tells us about seven voyages made by junk armadas during the Chinese emperor Zhu Di's reign. 'Treasure ships' as they were called, were under the command of admiral Zheng He, these ships traded silk, porcelain, and many other fine objects of value. They sailed from India to East Africa, throughout Korea and Japan, and possibly as far as Australia. She believes that China might have been able to create a great colonial realm one hundred years before the Europeans explored and expanded, from China's navy of some three thousand ships.
1. Under Circular 230, does Charles have any responsibility to inform the widow that she is being significantly overcharged by the attorney? Be sure to cite research that supports your position.
Barbara Kalas (plaintiff) owns a print shop and filed a lawsuit against the defendant, Edward W. Cook for a breach of duties in which Adelam Simmons was the buyer of the estate. Kalas had a very extensive verbal agreement with Simmons for the sale of items and after Simmons’s death Cook declined to pay for these items that were delivered to her.
...useless car to a junk yard to recover some loss, but the difference of the re-sale of the junk-car would be a significant loss. Though there were no adequate assurances to the contract, anticipatory repudiation is the only probable remedy for Jack. However, the outcome would weigh on the predominant factor test, which is met because Tom is covered as a merchant because he is operating in his usual daily business, and Jack is the buyer. The sole purpose of the contract was for Tom to sell Jack a car, and for Jack to buy a car from Tom. The UCC, though less stringent than the statute of frauds, does effectively regulate commercial transfers allowing the free market to operate without diminishing the integrity of trade.
Even though the principal does not authorize, ratify, participate in, or know of the misconduct, he/she may be held for an agent’s tort committed in the course and scope of the agent’s employment. As noted in Case Study 1, an agent is to comply with all lawful instructions received from the principal and persons designated by the principal concerning agent’s actions on behalf of the principal. A principal who is under a duty to provide protection is subject to liability to such others for harm caused to them by the failure of such agent to perform the duty. A principal is not relieved from the separable part of a contract which he/she authorized the agent to make by the fact that the agent under took. Even where the agent’s unauthorized act constitutes a fraud on both the principal and the third person, the partial validity rule is applicable.
Janus Corporate Solutions. (2011) Introduction to Singapore’s economy. Guide me Singapore. Retrieved April 4, 2011 from http://www.guidemesingapore.com/relocation/introduction/singapores-economy