F4 ACCA 2015 最新真题(有答案)

2015年6月ACCA考试《专业会计师》真题(总分：100，做题时间：120分钟)一、Section A – This ONE question is compulsory and MUST be attempted(总题数：1，分数：50.00)1.Lysus surgical supplies was founded 20 years ago by entrepreneur Simon Mara who has been the company’s chief executive since t he outset. Incorporated as a private company, Lysus began by importing small surgical devices such as syringes and bandages, and selling them to hospitals, clinics and medical facilities. But the company began to grow rapidly when Mr Mara realised the potential of a growing market in knee and hip joint replacements as the population in many countries was rapidly ageing due to the wider availability of more effective, low cost medicines.Fifteen years ago, he began to manufacture the surgical hip and knee joints used for most joint replacement surgery.As a company operating in the surgical supplies industry, Lysus has always been subject to regulation and must complete compliance reports every year to declare that it is using surgical grade materials for its manufacturing and also that it maintains the requisite level of hygiene in its processes. These reports are a legal compliance matter and must be signed by two directors. Lysus surgical supplies has been a private family (or ‘insider’) company throughout it s history. Owned jointly by Simon Mara, his wife and brother, Mr Mara owns 51% of the shares, his wife, 20% and his brother 29%. All three are directors of Lysus surgical supplies. As the company grew, they sought to employ members of the extended family as much as possible, partly to provide them with jobs and partly to ‘give a feeling of family’ in the company. It was often described as a ‘tight-knit’ culture with family members occupying the senior positions and with few appointments made from outside the company to important roles. When the company grew to a certain size, Mr Mara decided that he needed a qualified accountant on the board of directors to help with investment appraisals, costings, cash flow management, compliance issues and financial reporting. He eventually appointed Amy Tsang, a relatively inexperienced but ambitious person to the board. This was her first role as finance director. Simon Mara was known to be a strong and domineering person. Some former employees described him as a bully who was unable to discuss matters in a calm manner. He was described as quick to anger and capable of intimidating even his senior colleagues such that they would feel unable to challenge him at all. This was also the case with Amy Tsang, the new finance director. She found him overbearing and impossible to challenge. She always did as he asked,even when she felt uncomfortable with what she was being asked to do. When the joint replacement industry became more competitive, Mr Mara had the idea that he could reduce the company’s unit costs by switching some of the surgical-grade materials used in manufacture for a cheaper industrial grade instead. Such a switch would be undetectable to the surgeons using the artificial joints but did increase the risk of fracture and deterioration once the replacement joints were used in a patient. Mr Mara asked Amy Tsang, as an accountant and finance director, to produce detailed costing calculations for the switch and to forecast how this change would affect profits. She also calculated the costs of retooling the factory to allow the industrial grade material to be used. Later, on Mr Mara’s instruction, she approved the investment and oversaw the changes in manufacturing and the purchasing processes, in the full knowledge that such changes were both illegal and unethical. Mr Mara assumed that because many of the senior employees were family members, and that he could control Amy Tsang,that the switch toindustrial grade material would go undetected. The problem came to the public attention some time later when joints made from the inferior material began to deteriorate and immobilise previously mobile patients. The industrial grade material used in the joints often caused infection in patients and some vulnerable patients died of the effects of the product failure. John Qua was the investigative journalist who brought the problems at Lysus to national attention. He thought that the problems arose as a result of a probity risk and that the probity or integrity failure was on the part of Mr Mara and Amy Tsang. Mr Qua’s mother had received a Lysus hip joint and subsequently experienced a great deal of pain and distress when the joint deteriorated, producing some unfortunate side effects including blood poisoning. Although his mother was able to have the joint safely removed and replaced by a better quality artificial joint, John Qua researched further and found other patients who had not been so fortunate. It was John Qua’s investigations into Lysus which alerted the regulatory authorities to the use of the inferior materials in the joints. It soon emerged that the cause of the increased failure of the implants was the use of the inferior industrial-grade material. When the regulator responsible for the safety of surgical supplies disc overed, thanks to John Qua’s research, why the joints degraded, they investigated the use of the inferior materials. The legal officers investigating the case noted that two directors had signed the most recent compliance reports, certifying that the company was fully compliant with material usage and quality standards. These were Simon Mara and Amy Tsang. John Qua was angry with Lysus surgical supplies, because of how his mother and others had suffered. He was particularly angry with Simon Mara and Amy Tsang. As a business journalist, he often wrote articles on the behaviour and performance of listed companies. He became convinced that it was in the public interest for producers of surgical supplies, such as Lysus, to be subject to the regulatory requirements of listed companies. In a published article, he wrote: …whenever I look at company failures such as that at Lysus, I become increasingly convinced that robust ways of embedding risk awareness and risk management are essential in all companies and not just in listed companies. It was the fact that Mr Mara could get away with his offences that is most worrying. He bullied a young accountant,Miss Tsang, into highly unprofessional behaviour, and without the systems in place to enable the offence to be challenged internally, he initially got away with it. Had a whistleblowing system been in place, or a separation of roles at the head of the company, Mr Mara could not have done this terrible thing. Someone would have challenged him and told him not to be so unethical and arrogant. The result is that, with such a high impact business risk having been realised, innocent people working for Lysus may lose their jobs whilst patients may have to suffer the effects of this for many years. Once the case came to the public attention, Mr Mara was arrested and prosecuted for the illegal sale of non-compliant surgical materials. Amy Tsang was also prosecuted and then investigated by her professional accounting body. After an appeal, she was ‘struck off’, thereby preventing her from working as an accountant in the future. The company itself was wound up after sales declined, and all 130 employees lost their jobs. Patients continue to suffer the effects of the defective joint replacements and will do for several years into the future. Required:（分数：50.00）(1).(a) Distinguish between the governance of a family-owned company like Lysus anda publicly listed company,and explain how Mr Mara may not have committed the offences he did if Lysus had been a publicly listed company. (10 marks)（分数：12.50）_________________________________________________________________________________ _________正确答案：(Family and listed companies A family business, when incorporated as a company, is an example of a private limited company. This means that the shares are privately held and are not available for members of the investing public to buy and sell. This is in contrast to a public company, which is listed on a stock exchange and in which members of the public, including private and institutional shareholders, can purchase or sell shares. Being a public listed or public limited company carries a number of requirements,imposed either by statute or the stock exchange, which do not apply to private companies. These requirements include compliance with a number of corporate governance provisions which include the adoption of certain governance structures,adherence with internal control and internal audit standards, and the external reporting of some types of information. A private limited company, in contrast, must comply with company law and tax regulations, but is not subject to listing rules. Mr Mara’s behaviour was highly unethical and also illegal, given the regulatory regime controlling surgical supplies in the country in which he was based. His abuse of his office as CEO of Lysus was made possible by a number of failures, linked in part to the nature and culture of the company. The first such factor was the ‘tight-knit’ family culture which enabled the decision to be made and then go unchallenged among the senior management including his wife, brother and Amy Tsang. The unwillingness to appoint from outside meant that senior members of the company became familiar with Mr Mara’s management style and may, over time, have come to consider his behaviour as ‘normal’. The fact that Mr Mara was such a domineering figure may have become accepted rather than challenged by other directors, partly because of family ties and their prior knowledge of his character and management style. The fact that the company was family-dominated may have made it difficult for others to confront Mr Mara about his style as such an approach may have negatively affected family relationships. Being a family or ‘insider’ dominated business meant that the company did not have any external shareholders. This means that there was no need to account to public shareholders for either the performance of the company or its postures on such issues as ethics. External scrutiny of board performance was not present and Mr Mara was therefore not subject to questioning from anybody outside of the company who might have had a different view on his management than the other members of the company. Because it was not a listed company, there was no regulatory necessity for Lysus to employ governance structures and systems capable of detecting and challenging his irregular behaviour. Had Lysus had, for example, an internal control system which included a control over inbound materials or product design, the replacement of the surgical-grade material with industrial-grade would have been detected and an alert raised as it would have not have been in compliance with the regulations on surgical supplies. Likewise, a formal internal audit system would have been capable of investigating any regulatory non-compliance. This could have then been reported in internal reports and, if deemed necessary, to external authorities. A criticism common to many family-controlled companies is the lack of external expertise in the form of an effective non-executive presence. Although some companies employ non-executive directors (NEDs) on a voluntary and ‘best practice’basis, the private company status of Lysus usually means that there is no regulatory requirement to do so. The purposes of NEDs in a listed company are to represent the strategic interests of shareholders and to populate the main board committees.These committees, in turn, provide a level of assurance to shareholders of probity, transparency and robustness.)(2).(b) Criticise Amy Tsang’s behaviour as the finance director and a qualified。

2015年6月ACCA考试《财务报告（International）》真题(总分：100.00，做题时间：180分钟)一、Section A – ALL 20 questions are compulsory and MUST be attempted (总题数：20，分数：40.00)1.Faithful representation is a fundamental characteristic of useful information within the IASB’s Conceptual framework for financial reporting. Which of the following accounting treatments correctly applies the principle of faithful representation?（分数：2.00）A.Reporting a transaction based on its legal status rather than its economic substanceB.Excluding a subsidiary from consolidation because its activities are not compatible with those of the rest of the groupC.Recording the whole of the net proceeds from the issue of a loan note which is potentially convertible to equity shares as debt (liability)D.Allocating part of the sales proceeds of a motor vehicle to interest received even though it was sold with 0%(interest free) finance √解析：The substance is that there is no ‘free’ finance; its cost, as such, is built into the selling price.2.Which of the following statements relating to intangible assets is true? （分数：2.00）A.All intangible assets must be carried at amortised cost or at an impaired amount; they cannot be revaluedupwardsB.The development of a new process which is notexpected to increase sales revenues may still be recognised asan intangible asset √C.Expenditure on the prototype of a new engine cannot be classified as an intangible asset because the prototypehas been assembled and has physical substanceD.Impairment losses for a cash generating unit are first applied to goodwill and then to other intangible assets beforebeing applied to tangible assets解析：A new process may produce benefits (and therefore be recognised as an asset) other than increased revenues, e.g. it may reduce costs. 3.Each of the following events occurred after the reporting date of 31 March 2015, but before the financial statementswere authorised for issue.Which would be treated as a NON-adjusting event under IAS 10 Events After the Reporting Period?（分数：2.00）A.A public announcement in April 2015 of a formal plan to discontinue an operation which had been approved bythe board in February 2015 √B.The settlement of an insurance claim for a loss sustained in December 2014C.Evidence that $20,000 of goods which were listed as part of the inventory in the statement of financial positionas at 31 March 2015 had been stolenD.A sale of goods in April 2015 which had been held in inventory at 31 March 2015. The sale was made at aprice below its carrying amount at 31 March 2015解析：A board decision to discontinue an operation does not create a liability. A provision can only be made on the announcement of a formal plan (as it then raises a valid expectation that the discontinuance will be carried out). As this announcement occurs during the year ended 31 March 2016, this a non-adjusting event for the year ended 31 March 2015. 4.Metric owns an item of plant which has a carrying amount of $248,000 as at 1 April 2014. It is being depreciatedat 12?% per annum on a reducing balance basis. The plant is used to manufacture a specific product which has been suffering a slow decline in sales. Metric hasestimated that the plant will be retired from use on 31 March 2017. The estimated net cash flows from the use ofthe plant and their present values are: On 1 April 2015, Metric had an alternative offer from a rival to purchase the plant for $200,000. At what value should the plant appear in Metric’s statement of financial position as at 31 March 2015?（分数：2.00）A.$248,000B.$217,000C.$214,600 √D.$200,000解析：Is the lower of its carrying amount ($217,000) and recoverable amount ($214,600) at 31 March 2015. Recoverable amount is the higher of value in use ($214,600) and fair value less (any) costs of disposal ($200,000)). Carrying amount = $217,000 (248,000 – (248,000 x 12·5%)) Value in use is based on present values = $214,6005.Pact acquired 80% of the equity shares of Sact on 1 July 2014, paying $3·00 for each share acquired. Thisrepresented a premium of 20% over the market price of Sact’s shares at that date.Sact’s shareholders’funds (equity) as at 31 March 2015 were: The only fair value adjustment required to Sact’s net assets on consolidation was a $20,000 increase in the value of its land. Pact’s policy is to value non-controlling interests at fair value at the date of acquisition. For this purpose the marketprice of Sact’s shares at that date can be deemed to be representative of the fair value of the shares held by the non-controlling interest. What would be the carrying amount of the non-controlling interest of Sact in the consolidated statement offinancial position of Pact as at 31 March 2015? （分数：2.00）A.$54,000B.$50,000C.$56,000 √D.$58,000解析：Market price of Sact’s shares at acquisition was $2·50 (3·00 –(3·00 x 20/120)), therefore NCI at acq was $50,000 (100,000x 20% x $2·50). NCI share of the post-acq profit is $6,000 (40,000 x 9/12 x 20%). Therefore non-controlling interest as at 31 March 2015 is $56,000.6.The IASB’s Conceptual framework for financial reporting defines recognition as the process of incorporating in the financial statements an item which meets the definition of an element and satisfies certain criteria. Which of the following elements should be recognised in the financial statements of an entity in the mannerdescribed?（分数：2.00）A.As a non-current liability: a provision for possible hurricane damage to property for a company located in an area which experiences a high incidence of hurricanesB.In equity: irredeemable preference shares √C.As a trade receivable: an amount of $10,000 due from a customer which has been sold (factored) to a financecompany with no recourse to the sellerD.In revenue: the whole of the proceeds from the sale of an item of manufactured plant which has to be maintainedby the seller for three years as part of the sale agreement。

ACCA英国注册会计师（F4）Chapter 3题库大全姓名:_____________ 年级:____________ 学号:______________1、 Advertising an auction is an offer to sellATrueBFalse答案解析：False. Advertisements for auctions are not offers to sell.2、As a general rule, silence cannot constitute acceptance.ATrueBFalse答案解析：True. Generally, silence cannot constitute acceptance.3、Which of the following contracts must be in the form of a deed?AA conveyance (a transfer of a legal estate in land)BA transfer of sharesCA consumer credit contract答案解析：A conveyance must be in the form of a deed. A transfer of shares and a consumer credit contractmust be in writing.4、 In relation to contract law, which of the following describes an offer?AA statement of possible termsBDisplaying goods for sale in a supermarketCA verbal promise to be bound on specific terms答案解析：An offer is defined as a promise to be bound on specific terms and can be made in any form such as in writing or verbally. A statement of possible terms is a supply of information. Displaying goods for sale is an invitation to treat.5、In a sale by auction that is stated to be ‘without reserve’, at which point is an offer made?AWhen the auctioneer presents the goods being soldBWhen a bid is madeCWhen the auctioneer’s hammer falls答案解析：In a sale by auction that is stated to be ‘without reserve’, the auctione er presenting the goods for sale is the offer and a bid represents acceptance.6、In relation to contract law, how long will an offer remain open if no time period is set for its expiry?A1 dayB1 monthCFor a reasonable time答案解析：If no time period is set for its expiry, an offer will remain open for a reasonable time. What is reasonable will depend on the circumstances.7、 Which of the following will terminate an offer?APosting a letter of revocationBA request for informationCDeath of the offeree答案解析：The death of the offeree will terminate an offer. Posting a letter of revocation is not sufficient toterminate an offer, it must be received before acceptance is made in order to be effective. A requestfor information will also not terminate an offer.8、 Which of the following is NOT a valid method of acceptance?AThe offeree’s express wordsBThe offeree’s conductCSilence of the offeree答案解析：Acceptance may be made by express words or conduct of the offeree. Silence is not valid acceptance.9、Which of the following statements regarding the postal rule is correct?AAcceptance is effective once the letter of acceptance is writtenBAcceptance is effective once the letter of acceptance is postedCAcceptance is effective once the letter of acceptance is delivered答案解析：The postal rule states that acceptance is effective once the letter of acceptance is posted.10、 Which of the following is an example of a standard form contract?AA verbal agreement between two private individualsBA contract for the sale of a house between two private individualsCA contract for the supply of electricity between a utility company and a private individualDA contract of employment between a private individual and a small local shop答案解析：A standard form contract is a document set out by large organisations that states the terms that its customers will do business with it. There is no negotiation, either the customer accepts the terms or goes elsewhere. The contracts in the other options include scope for negotiation.11、12、Which of the following statements concerning the law and contracts is correct?AThe law seeks to ensure equal bargaining power between partiesBThe law will only interfere in contracts where one party abuses a stronger bargaining positionCThe law does not interfere in the formation of contractsDThe law seeks to maintain the bargaining power of parties in a contract答案解析：The law may interfere in the formation of contracts, but only to ensure that stronger parties do notabuse their position. The law does not seek to maintain or amend bargaining power.13、Which TWO of the following are examples of valid offers?(1) A person verbally stating to another person that they would like to sell their computer to them for £500 today(2) A newspaper advert that states a shop is selling shoes for £20(3) A person handing their shopping to a supermarket checkout operator(4) A business that circulates its price list to customersA1 and 2B1 and 3C2 and 3D2 and 4答案解析：An offer is a definite promise to be bound on specific terms and can be made in a number of forms. Therefore a verbal statement to sell something to another person is an offer. Newspaper adverts and price lists are examples of invitations to treat. At a supermarket checkout, the person handing their goods to the checkout operator is making an offer to buy the goods.14、Which of the following is an example of a valid offer?AA display of goods for saleBAn Internet shop that advertises products for saleCA newspaper advert that includes a specific statement, made to the world at large, offering areward for the return of a particular itemDAn invitation for potential suppliers to tender for the provision of services答案解析：Although newspaper adverts are usually considered invitations to treat, they will be regarded asoffers if they are made to the world at large and are sufficiently specific. The other options areexamples of invitations to treat.15、 Which of the following statements regarding counter-offers is correct?ACounter-offers may be accepted by the original offerorBCounter-offers do not terminate the original offerCA statement that enquires whether alternative terms would be acceptable is a counter-offer DA counter-offer is made by the original offeror to the original offeree答案解析：Counter-offers have the effect of terminating the original offer, but may be accepted by the original offeror. A statement that enquires whether alternative terms would be acceptable is a request for information, not a counter-offer. Counter-offers are made by the original offeree to the original offeror.16、In which of the following situations will an offer be terminated?AWhen a letter of revocation is posted。

2015年6月ACCA考试《高级审计与认证业务（International）》真题(总分：100，做题时间：180分钟)一、Section A – BOTH questions are compulsory and MUST be attempted(总题数：2，分数：60.00)1.You are a manager in the audit department of Craggy & Co, a firm of Chartered Certified Accountants, and you have just been assigned to the audit of Ted Co, a new audit client of your firm, with a financial year ended 31 May 2015.Ted Co, a newly listed company, is a computer games designer and developer, and has grown rapidly in the last few years. The audit engagement partner, Jack Hackett, has sent you the following email: Notes from meeting with Len Brennan Ted Co was formed ten years ago by Dougal Doyle, a graduate in multimedia computing. The company designs,develops and publishes computer games including many highly successful games which have won industry awards.In the last two years the company invested $100m in creating games designed to appeal to a broad, global audience and sales are now made in over 60 countries. The software used in the computer games is developed in this country,but the manufacture of the physical product takes place overseas. Computer games are largely sold through retail outlets, but approximately 25% of Ted Co’s revenue is generated through sales made on the company’s website. In some countries Ted Co’s products are distributed under licences which give the licence holder the exclusive right to sell the products in that country. The cost of each licence to the distributor depends on the estimated sales in the country to which it relates, and licences last for an average of five years. The income which Ted Co receives from the sale of a licence is deferred over the period of the licence. At 31 May 2015 the total amount of deferred income recognised in Ted Co’s statement of financial position is $18 million. As part of a five-year strategic plan, Ted Co obtained a stock market listing in December 2014. The listing and related share issue raised a significant amount of finance, and many shares are held by institutional investors. Dougal Doyle retains a 20% equity shareholding, and a further 10% of the company’s shares are held by his family members. Despite being listed, the company does not have an internal audit department, and there is only one non-executive director on the board. The se problems, which Ted Co’s management is hoping to resolve in the next few months, are explained in the company’s annual report, as required by the applicable corporate governance code. Recently, a small treasury management function was established to man age the company’s foreign currency transactions, which include forward exchange currency contracts. The treasury management function also deals with short-term investments. In January 2015, cash of $8 million was invested in a portfolio of equity shares held in listed companies, which is to be held in the short term as a speculative investment. The shares are recognised as a financial asset at cost of $8 million in the draft statement of financial position. The fair value of the shares at 31 May 2015 is $6 million. As a listed company, Ted Co is required to disclose its earnings per share figure. Dougal Doyle would like this to be based on an adjusted earnings figure which does not include depreciation or amortisation expenses. The previous auditors of Ted Co, a small firm called Crilly & Co, resigned in September 2014. The audit opinion on the financial statements for the year ended 31 May 2014 was unmodified. Extract of draft financial statements and results of preliminary analytical review Statement of profit or loss(extract) Required: Respond to the email from the audit partner. (31 marks) Note: The split of the mark allocation is shown in the partner’s email. Professional marks will be awarded for the presentation, clarity of explanations and logical flow of the briefing notes. (4 marks)（分数：35.00）_________________________________________________________________________________ _________正确答案：(Briefing notes To: Jack Hackett, audit partner From: Audit manager Regarding: Audit planning of Ted Co Introduction These briefing notes are prepared for the use of the audit team in planning the audit of Ted Co, our firm’s new audit client which develops and publishes computer games. The briefing notes discuss the planning matters in respect of this being an initial audit engagement; evaluate the audit risks to be considered in planning the audit; and recommend audit procedures in respect of short-term investments and the earnings per share figure disclosed in the draft financial statements. (a)In an initial audit engagement there are several factors which should be considered in addition to the planning procedures which are carried out for every audit. ISA 300 Planning an Audit of Financial Statements provides guidance in this area. ISA 300 suggests that unless prohibited by laws or regulation, arrangements should be made with the predecessor auditor,for example, to review their working papers. Therefore communication should be made with Crilly & Co to request access to their working papers for the financial year ende d 31 May 2014. The review of the previous year’s working papers would help Craggy & Co in planning the audit, for example, it may highlight matters pertinent to the audit of opening balances or an assessment of the appropriateness of Ted Co’s accountingpo licies. It will also be important to consider whether any previous years’ audit reports were modified, and if so, the reason for the modification. As part of the client acceptance process, professional clearance should have been sought from Crilly & Co. Any matters which were brought to our firm’s attention when professional clearance was obtained should be considered for their potential impact on the audit strategy. There should also be consideration of the matters which were discussed with Ted Co’s manage ment in connection with the appointment of Craggy & Co as auditors. For example, there may have been discussion of significant accounting policies which may impact on the planned audit strategy. Particular care should be taken in planning the audit procedures necessary to obtain sufficient appropriate audit evidence regarding opening balances, and procedures should be planned in accordance with ISA 510 Initial Audit Engagements – Opening Balances. For example, procedures should be performed to determine whether the opening balances reflect the application of appropriate accounting policies and determining whether the prior period’s closing balances have been correctly brought forward into the current period. With an initial audit engagement it is particularly important to develop an understanding of the business, including the legal and regulatory framework applicable to the company. This understanding must be fully documented and will help the audit team to perform effective analytical review procedures and to develop an appropriate audit strategy. Obtaining knowledge of the business will also help to identify whether it will be necessary to plan for the use of auditors’ experts. Craggy & Co may have quality control procedures in place for use in the case of initial engagements, for example, the involvement of another partner or senior individual to review the overall audit strategy prior to commencing significant audit procedures. Compliance with any such procedures should be fully documented. Given that this is a new audit client, that it is newly listed, and because of other risk factors to be discussed in the next part of these briefing notes, whendeveloping the audit strategy consideration should be given to using an experienced audit team in order to reduce detection risk. (b)Management bias The first audit risk identified relates to Ted Co becoming a listed entity during the year. This creates an inherent risk at the financial statement level and is caused by the potential for management bias. Management will want to show good results to the new shareholders of the company, in particular the institutional shareholders, and therefore there is an incentive for the overstatement of revenue and profit. The analytical review shows a significant increase in pro fit before tax of 48•1%,indicating potential overstatement. There is a related risk of overstatement due to Dougal Doyle and his family members retaining a 30% equity interest in Ted Co, which is an incentive for inflated profit so that a high level of dividend can be paid. It appears that governance structures are not strong, for example, there are too few non-executive directors, and therefore Dougal Doyle is in a position to be able to dominate the board and to influence the preparation of the financial statements.This increases the risk of material misstatement due to management bias. There is also a risk that management lacks knowledge of the reporting requirements specific to listed entities, for example, in relation to the calculation and disclosure of earnings per share which is discussed later in these briefing notes. E-commerce With 25% of revenue generated through the company’s website, this represents a significant revenue stream, and the income generated through e-commerce is material to the financial statements. E-commerce gives rise to a number of different audit risks, including but not limited to the following. For the auditor, e-commerce can give rise to detection risk, largely due to the paperless nature of the transactions and the fact there is likely to be a limited audit trail, making it difficult to obtain audit evidence. For the same reason, control risk is increased, as it can be hard to maintain robust controls unless they are embedded into the software which records the transaction. The auditor may find it difficult to perform tests on the controls of the system unless audit software is used, as there will be few manual controls to evaluate. A risk also arises in terms of the recognition of sales revenue, in particular cut-off can be a problem where sales are made online as it can be difficult to determine the exact point at which the revenue recognition criteria of IAS 18 Revenue have been met. Hence, over or understatement of revenue is a potential risk to be considered when planning the audit. Ted Co also faces risks relating to the security of the system, for example, risks relating to unauthorised access to the system,and there is an increased risk of fraud. All of these risks mean that there is high audit risk in relation to the revenue generated from the company’s website. Licence income The licence income which is deferred in the statement of financial position represents 13•4% of total assets and is therefore material. There is a risk that the accounting treatment is not appropriate, and there are two separate risks which need to be considered.First, it may be the case that the revenue from the sale of a licence should not be deferred at all. The revenue recognition criteria of IAS 18 need to be applied to the transaction, and if, for example, it were found that Ted Co has no ntinuing management involvement and that all risk and reward had been transferred to the buyer, then the revenue should be recognised immediately and not deferred. This would mean a significant understatement of revenue and profit. Second, if it is appropriate that the revenue is deferred, for example, if Ted Co does retain managerial involvement and has retained the risk and reward in relation to the licence arrangement, then the period over which the revenue is recognised could be inappropriate, resulting in over or understated revenue in the accounting period. Foreign exchange transactions Ted Co’s products sell in over 60 countries and the products are manufactured overseas, so the。

AnswersFundamentals Level –Skills Module, Paper F4 (CHN)Corporate and Business Law (China)June 2015 Answers Section B1(a)The real estate contract was a valid one even if the Bank disagrees with the transaction between Mr Dong and Ms Lee.According to the Property Law, if a contract to create, modify, assign and terminate rights in immovables, it shall take effect upon conclusion of the contract; the fact that no registration has been made shall not affect the validity of such contract.(b)The relevant government authority could lawfully refuse to register the real estate contract, even though Ms Lee promised torepay the outstanding amount of the loan. According to the Property Law, if a mortgagor transfers the mortgaged property during the mortgage term, it shall receive the consent of the mortgagee or the transferee pays off the debts. Since the Bank refused to give consent and Ms Lee merely promised to pay off the debts, the conditions to transfer a mortgaged property were not satisfied.(c)Since Ms Lee repaid the outstanding amount of the loan and extinguished the mortgage, the government authority shouldregister the contract, as the conditions to transfer the mortgaged property have been satisfied.2(a)The legal nature of the fax sent by Food Shop was an invitation to offer, not an effective offer, since this fax contained only the name and quantity of the goods, lacking the essential and necessary factor for an effective offer, i.e. the price of the goods.Hence, it was only an invitation to offer.(b)The legal nature of taking delivery of the goods by Food Shop was an acceptance. Since the delivery of the goods by SanyiFarm indicated its expression to enter into a contract with Food Shop in the way of action, it constituted an offer. According to the Contract Law, an offeree may take various ways to accept the offer, such as written form, oral form or action. In this case Food Shop took delivery of the goods; it was an acceptance in the form of action.(c)There was a contract between Sanyi Farm and Food Shop. According to relevant provisions of the Contract Law, the formationof a contract takes place by way of offer and acceptance. Where an acceptance made by the offeree reaches the offeror, a contract is formed. In this case Sanyi Farm delivered the goods, which was an offer. Food Shop, as an offeree, took over the goods and resold the goods. This meant Food Shop accepted the offer by Sanyi Farm. Therefore, a contract was formed.3(a)According to the Company Law, when a shareholder intends to transfer their shares, under equal conditions the other shareholders shall have priority to purchase. Where two or more shareholders fail to reach an agreement as to the respective proportion of purchase, they shall exercise the priority in proportion to their respective shares. Hence, Zhao and Sun would share the shares from Qian 50% each.(b)According to Article 75 of the Company Law, any shareholder of a limited liability company may require the company topurchase their shares with a reasonable price if they meet any one of the circumstances as set. Since Lee’s request did not fall within any circumstance prescribed by the Law, his request should not be upheld by the court if he brought a law suit.(c)Qian was entitled to transfer his shares. Zhao agreed with transfer; Lee failed to give a reply within 30 days upon receipt ofthe notice, which should be deemed as a consent to the transfer. Sun intended to exercise his right of priority but offered a lower price than that of the listed company. Therefore, Qian has met all the conditions to transfer his shares to the listed company.4(a)According to the Enterprise Bankruptcy Law, where a creditor is indebted with their debtor before the bankruptcy application is accepted by the court, they may claim for debts’ offset to the bankruptcy administrator. Since the rental for the year of 2014 was due and the two quarters of service fees occurred before the acceptance of the application by the court, Stine’s debt might be offset from his credit.(b)According to the law, after the court accepts a bankruptcy application, the bankruptcy administrator shall decide to terminateor continue to perform the contract and notify the decision to the other parties concerned. Mering was declared bankrupt and lost its capacity, so it would be impossible to continue the leasing contract. Therefore the request of Stine to terminate the leasing contract was in conformity with the law.(c)By way of offsetting, Stine might reduce his losses in the liquidation process. Since Mering was unable to settle its debts due,it meant that the credits of all creditors could not be repaid fully at the end of liquidation. Therefore the debts owed to Mering should be settled in full by Stine.5(a)Mr Ding’s act of accepting bribery violated the criminal law and the relevant rules of the Company Law as well. Besides the criminal charges, he should be liable for his fraudulent behaviour of damaging the interests of Daqing and its shareholders.Therefore, Ms Huang was entitled to bring a law suit against general manager Mr Ding on the ground that his acts caused her loss of interests.(b)With respect to Daqing’s damage, Ms Huang should first request the board of directors or supervisory board to take legalaction against Everbright Co. Where these two bodies refuse to take reasonable actions, Ms Huang might, in her own name but for the interests of the company, bring a shareholder representative litigation against Everbright Co. On the other hand, she might also bring a direct litigation against Everbright Co on the ground that the connected transactions caused indirect damage to the shareholder’s interests.Fundamentals Level –Skills Module, Paper F4 (CHN)Corporate and Business Law (China)June 2015 Marking Scheme Section B1(a) 1 mark for the correct conclusion and 1 mark for the reasons.(b) 1 mark for the correct conclusion and 1 mark for the reasons for the denial of the government to register the contract.(c) 1 mark for the correct conclusion and 1 mark for the reasons.2(a) 1 mark for the correct conclusion as to the legal nature of the fax sent by Food Shop, 1 mark for the reasons.(b) 1 mark for the correct conclusion, 1 mark for the reasons to explain the conclusion.(c) 1 mark for the correct conclusion as to the formation of the contract, 1 mark for the reasons that a contract was formed byway of offer and acceptance.3(a) 1 mark for the correct conclusion, 1 mark for the reasons to explain such a conclusion.(b) 1 mark for the correct conclusion, 1 mark for the reasons. The conditions for a shareholder to request the company topurchase their shares are not needed.(c) 1 mark for the correct conclusion, 1 mark for the reasons.4(a) 1 mark for the correct conclusion, 1 mark for the reasons.(b) 1 mark for the correct conclusion, 1 mark for the reasons.(c) 1 mark for the correct conclusion, 1 mark for the reasons to explain the reasons why offset should be in Stine’s interests.5(a) 1 mark for the correct conclusion, 1 mark for the reasons.(b) 2 marks for the shareholder’s representative litigation in Ms Huang’s own name but for the interests of the company and2 marks for the direct litigation in Ms Huang’s own name for her own interests.。

1Which of the following statements would NOT be binding on a later court?One which was part of an obiter dictumOne made by a previous court with superior statusOne based on a proposition of law rather than a question of fact2Which TWO of the following statements regarding legislation are correct?Those who draft statute cannot anticipate every case which may ariseCourts may strike out any legislation which is contrary to theEuropean Convention on Human RightsAn Act always comes into operation immediately after it receivesRoyal AssentThe electoral system means that the statute-making process respondsto public opinion3When interpreting statute,a judge may give words meanings which deviate from their ordinary,everyday meanings,in recognition of the problem the statute was written to address.Which rule of statutory interpretation does this statement describe?The mischief ruleThe golden ruleThe contextual rule4For each of the following statements regarding human rights,indicate whether it is true or false..True FalseThe government can never enact new legislation which isincompatible with the European Convention on Human RightsExisting legislation must be interpreted in a way which iscompatible with the European Convention on Human Rights5Under the tort of negligence,to whom do the auditors of a public company owe a duty of care?The company itselfExisting shareholders considering increasing their investmentThe public at large6Which of the following statements regarding the tort of negligence is correct?The claimant need not have suffered actual injury,damage or lossA duty of care will only exist if the harm suffered was reasonablyforeseeableThe duty of care is the same whatever the seriousness of the riskA duty of care is breached even if the cost to eliminate the dangerfar exceeds the risk7Indicate whether the following statements regarding defences to negligence are true or false..True FalseIf a claimant contributed to their own injury or loss,thiswill not affect damages awardedA defendant will have a defence if the conduct of theclaimant implied consent to the risk8Which of the following statements regarding summary dismissal is correct?It is permissible whenever an employee has breached their contractIt means termination of employment with the statutory minimum noticeWithout justification,it allows a claim for wrongful dismissal9Which of the following statements regarding redundancy pay is correct?To be entitled to a redundancy payment,an employee must have had continuous employment for one yearAn employee aged40will receive one week’s pay for each year of serviceThe length of service used in the calculation is subject to a maximum of25years10Which of the following correctly describes constructive dismissal?Dismissal due to the employer's inability to continue with theemploymentBreach of contract by the employee,causing the employer to dismiss them without noticeBreach of contract by the employer,which causes the employee to resignDismissal that cannot be justified by the employer11Which of the following statements regarding a partner’s authority is correct?They can only bind the firm if they have been given express authority to do soThey can bind the firm if a third party genuinely believes they have authority to do soThey can only bind the firm within the limits of the partnership agreement12In relation to the Limited Partnerships Act1907,which of the following statements about a limited partnership is true?There must be at least one general partner with unlimited liabilityThe partners all have limited liability for the debts of thepartnershipThe partners must enter into a written partnership agreement13According to the Companies Act2006,which of the following is NOT allowed to act as an auditor of a company?An employee of the companyA shareholder in the companyA creditor of the company14Which of the following statements concerning the personal liability of an agent on contracts is correct?An agent is liable on a contract if it is usual business practice for them to be liableAn agent who acts on their own behalf but purports to be acting for their principal will not be liable on a contractAn agent will not be liable even if they intend to take personal liability15Which of the following is NOT a feature of criminal law?The burden of proof lies with the claimantThe standard of proof is beyond reasonable doubtIt aims to punish wrongdoers16Which of the following is NOT an indicator of self-employed status?Use of substitute labourProvision of own toolsIntegration with co-workers17Which of the following is NOT a duty owed by an employee?To exercise reasonable skill and careTo indemnify their employerTo account for all money and property received18Which TWO of the following courts can hear an appeal directly from a criminal case heard in the magistrates’court?Divisional Court of the Queen’s BenchCrown CourtCourt of AppealCourt of Justice of the European Union19Which of the following factors indicates self-employed status?Working as part of an inter-dependent teamArranging substitute labour to cover illness and holidaysReceiving payments net of taxable contributionsWearing a company uniform20Which TWO of the following statements apply to a creditors’voluntary liquidation?The members’choice of liquidator will prevailA liquidation committee is formedThe company will be solventA meeting of members will be called21Badtimes Ltd is experiencing cashflow problems,and the directors believe that unless radical action is taken,insolvency may be unavoidable.The company has been contacted by a floating chargeholder concerned that the company may default on its forthcoming interest payments.The directors have also been contacted by other unsecured creditors to discuss the possibility of putting the company into administration.For each of Badtimes Ltd’s creditors,indicate whether or not they need a court order to place the company into administration..Floatingchargeholder Unsecured creditorsWith a court orderWithout a court order22For each of the following roles of officers involved in financially distressed companies,indicate whether it is carried out by an administrator or a liquidator..Administrator LiquidatorTo rescue the company as a going concernTo realise and distribute23Which of the following is NOT a type of term?RepresentationWarrantyCondition24Which TWO of the following companies CANNOT lawfully be created?A public limited company with just one memberA public company limited by guaranteeA public limited company without share capitalA private limited company without share capital25For each of the following,indicate whether it is an offer or an invitation to treat..Offer Invitationto treatGoods displayed in a shop windowGoods taken to the cash desk at a self-service shop26Which of the following statements about consideration is true?It must be adequateIt must be performance of an existing contractual dutyIt must be sufficientIt can be performance of a public duty27In which of the following situations is it NOT possible for a third party to enforce an obligation?Where the subject matter of the agreement is a gratuitous promiseWhere the contract expressly confers the right for a third party to gain enforcement rightsWhere there has been an assignment of the benefit of the contract28Joel and Kerry are the son and daughter of Marion.Marion has asked them to clean their rooms,ready for their grandparents’visit.She said she would give them each£10for doing so.Which TWO of the following statements are true?Joel,Kerry and Marion do not have the requisite intention to createlegal relationsDomestic or family arrangements are usually informal and so thecourt will be willing to overlook the usual requirements for the formation of a contractThis arrangement cannot amount to a contractual agreement becauseit is not made in a commercial contextThere is a lack of mutuality about this arrangement,which meansthat it will be unenforceable as a contract29Fred has contracted with Burt for an extension to be built to his house. Once the work commenced,Fred and his wife found that they were expecting a baby,so it was essential for the work to be completed on time.Fred offered Burt an extra£2,000as an incentive to do so.Which of the following statements is true?Fred and Burt cannot re-negotiate terms once performance has begunBurt cannot claim the extra£2,000because he has provided noadditional considerationAs Fred benefited from the work being completed on time,Burt will be able to claim the extra£2,000The original contract has come to an end and a new one exists in its place30Which of the following statements about specific performance is NOT true?It can be granted at the court’s discretionIt can be ordered where the court can supervise the orderIt can be ordered where damages would be inadequateIt is not available where an injunction would be a more appropriate remedy31Which types of company must hold an annual general meeting?Public companies onlyPrivate companies onlyBoth private and public companies32Which of the following documents is NOT required to be registered in order to form a company?Memorandum of associationThe details of the first auditorStatement of initial capital33Which of the following will a successful claim for damages for a breach of contract compensate the claimant for?Normal loss,and abnormal consequences of which the defendant has knowledge at the time of the contractLoss foreseeable by the injured party at the time of the contractNormal loss,and abnormal consequences irrespective of whether the defendant has knowledge34Nico owns18%of the preference shares in Velvet Ltd.In a recent class meeting of the preference shareholders,78%voted in favour of varying the rights attached to those shares.Nico strongly disagrees with the proposed alteration to preference shares rights.Which of the following statements relating to the alteration of class rights is correct?The decision of the meeting cannot be contested as more than75% voted in favourNico can petition the court to set aside the variation in class rights as she holds more than15%of the preference sharesThe decision of the meeting cannot be contested as more than50% voted in favourThe class rights cannot be varied,as more than15%of the preference shareholders did not vote in favour of the resolution35Janine is a cashier at a bank branch.A customer is angry with her as she has delayed making a transaction,because in Janine's opinion it is an unusual transaction for this customer to make.Janine has called her manager,but he is busy with another client.As the customer begins to shout and become aggressive,Janine tells him that she has to make proper checks because the law requires her to validate unusual transactions.What offence has Janine potentially committed under the Proceeds of Crime Act2002?Money launderingDisclosureFailure to report her suspicionTipping off36Sophia works for TM Ltd.The board of the company treat her as a director, and hold her out as such to the outside world,even though she has never been properly appointed.Which of the following describes Sophia's position as a director?De facto directorAlternate directorShadow directorDe jure director37In contract law,if acceptance is made by means of a letter sent through the post,when is it effective?When the letter is readWhen the letter is postedWhen the letter arrives38For each of the following duties of an employer,indicate whether it is a statutory or a common law duty.Statutory .CommonlawTo pay a minimum wageTo indemnify the employee against expenses and lossesTo provide work for apprenticesTo provide time off work to undertake trade unionduties39Which TWO of the following statements concerning the distribution of a company’s dividends are true?In all cases,the net assets must be no less than the aggregate ofits called-up share capital and distributable reserves at the time of the distributionNo distribution may come from the capital redemption reserveIn all cases,the distribution must come from accumulated realisedprofits,less accumulated realised lossesEven after a dividend is declared and due for payment,there is noobligation for the company to make the distribution40Andrew is an investment fund manager.He has invested substantially in Greenbat plc,whose shares are not doing very well.He logs on to an investment website under another name and posts false information about Greenbat plc being subject to a takeover.The share price increases dramatically.Jane is also a fund manager.She buys a large amount of Greenbat plc shares at the end of the trading day in order to increase the share price.The following day,other investors follow this behaviour and Jane sells her shares at a large profit.Whose behaviour amounts to the offence of market abuse?Jane’s onlyBoth Andrew’s and Jane’sNeither Andrew’s nor Jane’sAndrew’s only41Which of the following statements in relation to criminal offences is correct?A criminal matter is dealt with under the multi-track procedureA summary offence is a minor criminal offenceThe county court has jurisdiction in relation to criminal offences42Which of the following describes a vital term in a contract?GuaranteeConditionWarranty43Which TWO of the following statements regarding contractual terms are correct?The breach of a warranty entitles the injured party to claim damagesonlyThe breach of a condition entitles the injured party to claim damagesonlyThe breach of a warranty entitles the injured party to treat thecontract as discharged onlyThe breach of a condition entitles the injured party to treat thecontract as discharged,and to claim damages44For each of the following statements regarding contractual terms, indicate whether it is true or false..True FalseA representation is a statement which induces the formationof a contract but does not become a term of the contractA term can be implied into a contract by the courts in orderto make the contract work in practice45Jasper is the manager of a sports shop.Ravan,the shop owner,allows Jasper to order running equipment but has told him he must not order any other sports equipment.However,Jasper decides to place an order for cycling accessories.Ravan refuses to pay the cycling supplier. Based on the laws of agency,who is liable to the cycling supplier,and for what reason?Ravan is liable because Jasper exercised his express authority as store managerRavan is liable because he gave Jasper responsibility for ordering stockJasper is liable because he acted without authorityRavan is liable because Jasper acted within his implied authority as store manager46BackgroundThe board of directors of ACF Ltd are concerned about a small group of shareholders who are carrying on a business in competition with ACF Ltd.The directors have asked the members to pass a resolution to alter the articles of association.The alteration would give the directors the power to compulsorily purchase the shares of any shareholder who competes with ACF Ltd.Task12marks Which TWO of the following statements regarding the alteration to ACF Ltd’s articles of association are correct?ACF Ltd can alter its articles by passing a written resolutionACF Ltd must submit a copy of its amended articles to the RegistrarA resolution to alter ACF Ltd’s articles requires a simple majorityvoteACF Ltd must hold a general meeting to alter its articlesTask22marks The members passed the resolution,giving the directors the power requested.Which of the following statements about the validity of the alteration made to ACF Ltd’s articles is correct,and for what reason?It is valid as it is bona fide in the interests of the company asa wholeIt is not valid as it is unjustified discrimination against the minorityIt is not valid because it forces a shareholder to sell his shares back to ACF LtdIt is valid because it benefits the majority of ACF’s shareholdersTask32marks For each of the following alterations to a company's articles of association,identify whether it is true or false..True FalseDirectors whose contract of employment are contained in thearticles can obtain an injunction against the company fromaltering the articles to remove them from officeA company's articles can be amended to compel an existingmember to subscribe for additional shares in the company47BackgroundACB Ltd is a building maintenance company.Its board of directors comprises three directors,Fred,Paul and Jason.Fred and Paul are in poor health and leave the running of the company's business to Jason.They know that Jason acts as ACB Ltd's managing director although he has never actually been appointed to that position.Jason decides that it is time for the company to expand.On behalf of the company,Jason instructs a surveyor to report on the suitability of a plot of land for the construction of an apartment block.Fred and Paul are unhappy about this and refuse to pay the surveyor's fees.Task12marks Which of the following statements regarding liability for the surveyor's fees is correct?Jason is personally liable to pay the surveyor's fees because he instructed the reportJason and his fellow directors are jointly and severally liable for the surveyor's feesJason and ACB Ltd,are jointly and severally liable for thesurveyor's feesACB Ltd is liable for the surveyor's fees as the board of directors allowed Jason to act as its managing directorTask22marks What type of authority was Jason exercising when he entered into the contract with the surveyor?ImpliedExpressActualApparentTask32marksFor each of the following statements regarding directors'powers, indicate whether it is true or false..True FalseDirectors'powers can be restricted by the company'sarticles of associationThe directors must exercise their powers in the bestinterest of the members48BackgroundRebecca bought a home computer for personal use from a sole trader,trading as Computers to Go.When she got the computer home she found that it didn't work.She returned the computer to the shop,but the retailer refused to refund her money and pointed to a sign placed above the door inside the shop,which she had not seen and which stated:‘All products must be inspected before any sale is concluded.In the event of any defect,no liability will be accepted and refunds will not be given.’Task14marksFor each of the following statements,identify whether it is true or false..True FalseThe exclusion clause has been incorporated into the contractwith RebeccaRebecca is dealing as a consumerThe exclusion clause would need to be reasonable to beeffectiveThe law relating to unfair contract terms will not applyComputers to Go as it is a sole traderTask22marksAssuming that the exclusion clause is invalid,which of the following actions can Rebecca take?Sue for specific performance of the contract and claim damagesTerminate the contract and claim damagesTreat the contract as discharged,owing to the anticipatory breachSue for specific performance of the contract only49BackgroundIn March20X2,Jaygee plc is seeking to raise capital and therefore allots 100,000ordinary shares,each with a nominal value of£2,for£4.50each in cash,giving rise to the share premium of£250,000.Task12marksWhich TWO of the following statements about the share premium are true?It can be used for a dividend payment in the same yearIt can be used for a dividend payment in the following yearIt can be used for the expenses of previous share issuesIt can be used for an issue of bonus shares in the futureTask22marksIn March20X3,the board of Jaygee plc considers an allotment of more£2 ordinary shares.The shares will be partly-paid but carry a premium of £2.50.What minimum payment for the shares will the purchasers have to make?50%of the nominal value,plus50%of the premium50%of the nominal value,plus the full premium25%of the nominal value,plus the full premium25%of the nominal value,plus25%of the premiumTask32marksMalcolm wishes to offer a warehouse that he owns in return for a substantial number of the shares to be allotted.Indicate whether the following statements about Malcolm’s offer are true or false..True FalseThe number of shares which could be purchased in return forthe warehouse would be determined by an independentvaluation of the buildingMalcolm would need to give an undertaking to transfer theproperty by March20X850BackgroundEXL Ltd is a company which sources designer bathroom products from both UK-based and overseas suppliers.Most of EXL Ltd’s overseas business is carried out by local agents on its behalf.Adam,the managing director of EXL Ltd,wants to be sure that the company is complying with the requirements of the Bribery Act2010.The following matters have come to his attention and he has asked for your advice:1)Ravi,a director of EXL Ltd wasrecently invited to an event hostedby a potential supplier,PNK plc.EXL Ltd is in the process ofconsidering proposals from PNK plcand two other companies and willaward a lucrative contract to one ofthem.During the event,it wasannounced that Ravi had won a newcar in a free prize draw.Anemployee of PNK plc joked with Ravithat winning the car should help PNKplc win the EXL Ltd contract.At theboard meeting which followed,Ravicast his vote in favour of PNK plcbeing awarded the contract.2)One of the company’s agentsoverseas is making payments togovernment officials in order toexpedite export licences for goodssent to the UK.Task12marksWhich of the following statements regarding the car won by Ravi is correct?Both PNK plc and Ravi have committed a bribery offenceOnly PNK plc has committed a bribery offenceNeither PNK plc nor Ravi have committed a bribery offenceOnly Ravi has committed a bribery offenceTask22marksWhich of the following statements regarding the actions of EXL Ltd’s agent overseas is correct?No offence has been committed by EXL Ltd,since the events occurred overseas and not in the UKNo offence has been committed by EXL Ltd,since its contact overseas is an agent and not an employeeEXL Ltd has potentially committed the offence of bribing a foreign public officialEXL Ltd has potentially committed the offence of failure to prevent briberyTask32marksFor each of the following statements regarding bribery,indicate whether it is true or false..True FalseThe directors of a company found guilty of bribery can besued for compensation for failing to maintain adequateproceduresA partnership cannot be guilty of the offence of corporatefailure to prevent bribery。

2015ACCA考试公司与商法平时练习题（1）Question:(a) In relation to the English legal system, explain the meaning of:(i) criminal law;(ii) civil law.(b) Explain the hierarchy of courts dealing with criminal law.Answer:(a) (i) Criminal law relates to conduct which the State considers with disapproval and which it seeks to control. Criminal law involves the enforcement of particular forms of behaviour, and the State, as the representative of society, acts positively to ensure compliance. Thus, criminal cases are brought by the State in the name of the Crown and cases are reported in the form of Regina v … (Regina is simply Latin for ‘queen’ and case references are usually abbreviated to R v ...). In criminal law the prosecutor prosecutes a defendant (or ‘the accused’) and is required to prove that the defendant is guilty beyond reasonable doubt. The Companies Act (CA) 006 sets out many potential criminal offences, which may be committed by either the company itself, or its officers or other individuals. An example of this which may be cited is s.993, which relates to the criminal offence of fraudulent trading and applies to any person, not just directors or members, who is knowingly a party to the carrying on of a business with the intent to defraud creditors. The potential penalty on conviction is imprisonment for a maximum period of 10 years, or a fine or both.(ii) Civil law, on the other hand, is a form of private law and involves the relationships between individual citizens. It is the legal mechanism through which individuals can assert claims against others and have those rights adjudicated and enforced. The purpose of civil law is to settle disputes between individuals and to provide remedies; it is not concerned with punishment as such. The role of the State in relation to civil law is to establish the general framework of legal rules and to provide the legal institutions to operate those rights, but the activation of the civil law is strictly a matter for the individuals concerned.Contract, tort and property law are generally aspects of civil law.Civil cases are referred to by the names of the parties involved in the dispute, for example, Smith v Jones. In civil law, a claimant sues (or ‘brings a claim against’) a defendant and the degree of proof is on the balance of probabilities. In relation to theCA 006, the duties owed to companies by directors set out in ss.171–177 may be cited as examples of civil liability, and directors in breach are liable to recompense the company for the consequences of their failure to comply with those duties, as is set out in s.178.In distinguishing between criminal and civil actions, it has to be remembered that the same event may give rise to both. For example, where the driver of a car injures someone through their reckless driving, they will be liable to be prosecuted under the Road Traffic legislation, but at the same time, they will also be responsible to the injured party in the civil law relating to the tort of negligence. Similarly, a director may fall foul of both the criminal regulation of fraudulent trading (s.993 CA 006) as well as breaching their duty to the company under one of the provisions of ss.171–177 CA 006.(b) The essential criminal trial courts are the magistrates’ courts and Crown Courts. I n serious offences, known as indictable offences, the defendant is tried by a judge and jury in a Crown Court. For less serious offences, known as summary offences, the defendant is tried by magistrates; and for ‘either way’ offences, the defendant can be tried by magistrates if they agree but the defendant may elect for jury trial.Criminal appeals from the magistrates go to the Crown Court or to the Queen’s Bench Division (QBD) Divisional Court ‘by way of case stated’ on a point of law or that the magistrates went beyond their proper powers.Further appeal is to the Court of Appeal (Criminal Division) and then to the Supreme Court on a significant point of law.。