A crime is a wrong viewed from the perspective of the state. Companies may be placed under judicial management when they are unable to pay their debts. On the other hand, winding up or dissolution of a company is a process by which a company ceases to exist as a legal entity. The major distinction between the two is that a delict is a breach of a duty imposed by law independently of the party bound by that duty. These are: i Legal certainty: Litigants have confidence in the future course that the court will take in resolving legal problems of a similar nature.Next
In contrast, a company will be dissolved where by special resolution, it resolved that it should be wound down, where it is unable to pay its debts, where the company had persistently or seriously failed to comply with provisions of the Companies Act, where as an external company it is dissolved in its country of registration and where it is just and equitable to wind up the company. The auditor shall hold office from the conclusion of the meeting in which he is appointed until the conclusion of the next annual meeting. Mmusi engaged Horizon Architects to prepare plans for the residential development. The first auditor shall hold office until the conclusion of the first annual meeting. The board is required to remedy or report back on the matter within 30 days.Next
In order for the rule of judicial precedent to operate properly there must be a hierarchy of courts. She is aware that MainTel is engaged in confidential negotiations to take over a smaller public cell service provider in the market, Mogalacom. Only the undertaking or warranty would give rise to a contractual obligation. A share is not a sum of money … but is an interest measured by a sum of money and made up of various rights contained in the contract, including the right to a sum of money of a more or less amount. The act of engaging architects and surveyors was held to be one within the ordinary ambit of a managing director. For example, a person assaulted by another may seek redress against his assailant through the criminal courts but may also seek compensation from his assailant for injuries sustained as a result of the assault.Next
Therefore, in this respect Tiro is in breach of his duty as an employee. The company was held to be aware that the director was acting as managing director. The effects of separate legal personality are manifold. The purpose of judicial management is to enable companies suffering a temporary setback due to mismanagement or other special circumstances the opportunity to be successful businesses. A delict can also be distinguished from a criminal act, which is also a wrong or unlawful conduct. Firstly, by virtue of separate legal personality, a company can acquire and dispose of property in its own name.Next
When confronted about his poor timekeeping and frequent absences from duty, Tiro blames his conduct on traffic jams, foul weather and occasional visits to the clinic. The law of delict regulates relationships between individuals. Dissolution can be compulsory, that is by way of court order, or voluntary, that is by special resolution by the company board of directors. Only auditors resident in Botswana qualify for appointment under the Companies Act, 2003. Modisakgotla recently suffered a financial setback resulting from the fact that his main customer, Moeding School, is purchasing half the number of loaves that it did on a daily basis.
Instead, the directors leave the day-to-day management of the company to Mmusi. Share capital is the money that the company raises through the issue of shares. The court held that by virtue of the fact that the property belonged to the company and not its owner, he had no insurable interest in the property of the company. Since Tiro took up employment, he frequently absents himself from work and he is rarely punctual. A delict must be distinguished from a breach of contract which also qualifies as a civil wrong.Next
Another reason for judicial management is that by reason of mismanagement or some other cause, it is just and equitable that the company should be wound up by the court. The second classification of terms of a contract is naturalia. Examples of delictual acts include trespass, nuisance, defamation and negligence. The convicted individual is liable to punishment. Botswana received this source of law as part of the general reception of Roman-Dutch law and English law from South Africa during the colonial period.Next
This is because the judge is bound to adopt precedents in similar matters previously decided by a court of correct standing. These are mere puffing or commendation, representations and lastly, undertakings — commonly referred to as warranties. Such terms are imposed by law and do not originate from the contractual agreement between the parties. The third consequence of incorporation is that the company acquires the capacity to sue or be sued in its own name. For example, where a medical doctor injures a patient through his negligent conduct, the patient may sue the negligent doctor for delict or for breach of contract. Any serious misconduct that renders the continuation of the employment relationship unworkable or that undermines trust and confidence between the employer and employee is regarded as sufficient to justify dismissal. Where an advantage is gained from dealing in such securities, the person who gained such an advantage will be liable to any other person for any losses incurred.Next