ACCAF4考试-公司法与商法（基础阶段）历年真题及详细解析1109-52.docx

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1、ACCAF4考试-公司法与商法（基础阶段）历年真题及详细解析1109-524 ACCAF4 考试- - 公司法与商法（基础阶段）历年真题 精选 及 具体 解析 1 1 109 9- -5 52 2 Question：1.Directors will not be required to account to the company for profits received in their position as directors in which of the following circumstances?(i) Where it can be shown that the compan

2、y has lost nothing(ii) Where the company in general meeting resolves that the profits need not be accounted forA.Neither (I) nor (ii).B.(ii) only.C.(i) only.D.Both (I) and (ii). 2.Which of the following is not a statutory duty of a director under the Companies Act 2006?A.Duty to promote the success

3、of the company.B.Duty to exercise independent judgement.C.Duty to act within powers.D.Duty to avoid transactions with the company.3.In order to waive the period of notice for an AGM, consent must be obtained from:A.A majority of members entitled to vote.B.95% of the members entitled to vote.C.75% of

4、 the members entitled to vote.D.100% of the members entitled to vote. 4.In a creditors voluntary liquidation, which three of the following powers can be exercised by the members nominee as liquidator pending the appointment of a liquidator by the creditors and without the need to obtain the permissi

5、on of the court?A.Institute court proceedings.B.Do anything necessary to protect the companys assets.C.Purchase investment property.D.Dispose of goods likely to diminish in value quickly.E.Take control of the companys property.5.Which of the following corporate policies is not required by UK Corpora

6、te Governance Code?A.A board where there is a balance of power between the Chairman and the Chief Executive such that no one person hasunfettered powers of decision.B.A board that has a balance of executive and non-executive directors in terms of local, regional and national representation such that

7、, in particular, local commercial issues are appropriately represented.C.A board that meets regularly, has certain matters reserved for its decision and where directors are able to obtain independent professional advice.D.A board that has a balance of executive and non-executive directors such that

8、no individual or small group is dominant.Answer1.BIt is immaterial that the company does not suffer loss. The director can join in the vote to approve the transaction as long as no fraud is committed.2.DThe other options are statutory duties.Duty to act within powers (s171)Duty to promote the succes

9、s of the company (s172)Duty to exercise independent judgement (s173)3.DIn order to waive the period of notice for an AGM, consent must be obtained from 100% of the members entitled to vote.4.BDEUnder the Insolvency Act 1986, the members liquidators powers are restricted to taking control of the comp

10、anys property, disposing of goods likely to diminish in value quickly (e.g., perishable goods), and doing anything elsenecessary to protect the companys assets. Unless court proceedings or the purchase of property came under one of those headings, permission of the court would have to be obtained first.5.BThe UK Corporate Governance Code does not include any recommendations in relation to the geographical representation of board members.