甲公司董事会成员七名，杭某任董事长兼总经理，三名独立董事分别为王某、李某、朱某。董事兼副总经理陈某，董事兼财务总监任某。其中可以作为该公司风险管 理委员会召集人的是( )。(第六章 风险与风险管理) A.杭某 B.王某 C.陈某 D.任某

 In relation to the Company Law of China:

(a) describe TWO kinds of illegal activities committed by a director or a senior executive, relevant to the use of the funds of a company, which will damage the rights and interests of the company; (4 marks)

(b) explain the conditions to be met for a shareholder of a stock company who intends, in their own name, to protect the interests of the stock company due to a director or a senior executive damaging the interests of the company.

In relation to the Enterprise Bankruptcy Law of China, explain what shall be repaid before the insolvent assets can be liquidated at the end of the bankruptcy procedure and the order of distribution of insolvent assets.

 In relation to the Securities Law of China:

(a) explain the term inside information;

(b) describe the information which shall constitute inside information, in terms of the capital and assets of a stock company.

City College, Yolo Co and Mr Wang entered into an investment contract to set up a limited liability company, with a registered capital of RMB 4·5 million yuan, in the bio-tech business. With respect to the capital contributions of each sponsor, they agreed that City College would provide its technology at a value of RMB 1·5 million yuan; Yolo Co would provide its workshop as its capital contribution at a value of RMB 1 million yuan after the conclusion of the contract and Mr Wang would provide RMB 2 million yuan in cash within three months upon its incorporation.

After the incorporation of the company, Yolo Co provided its workshop to the company according to the investment contract. Mr Wang paid only RMB 1·5 million yuan before the deadline of his capital contribution as prescribed in the investment contract, due to a shortage of cash.

Required:

Answer the following questions in accordance with the Company Law, and give your reasons for your answers:

(a) state whether the limited liability company could be legally established;

(b) describe the procedure which should be taken with respect to the capital contributions to the company in the form of technology;

(c) explain the liability of Mr Wang for failing to discharge his obligation to make a full capital contribution.

 General Contractor entered into a supply contract with Material Co to buy various construction materials at a total price of RMB 20 million yuan. Under the contract, Material Co would provide the first shipment of construction materials, worth RMB 6 million yuan, within 10 days after the conclusion of the contract and General Contractor would make the first payment in 90 days after receipt of the materials. To secure the payment by General Contractor, Huadong

Holdings Co issued a letter of guarantee to provide a guarantee of RMB 6 million yuan in favour of Materials Co. Five days after the conclusion of the contract, Material Co delivered the first shipment to General Contractor.

Due to a dramatic increase of various costs, General Contractor was unable to settle the debts owed to its suppliers or sub-constructors and was declared bankrupt by its creditors. The court confirmed the application of bankruptcy and designated a bankruptcy administrator. Materials Co did not know about the bankruptcy of General Contractor and did not declare its credit because it was located in another province.

Having known the information about General Contractor’s bankruptcy, Huadong Holdings Co came to declare its credit as a guarantor for the preliminary payment. The bankruptcy administrator held that Huadong Holdings Co was not a qualified creditor as it had not borne its guarantor’s obligation and refused to accept the declaration of credit by Huadong Holdings Co.

Required:

Answer the following questions in accordance with the Enterprise Bankruptcy Law, and give your reasons for your answers:

(a) discuss whether Huadong Holdings Co should be a qualified creditor of the debtor given that it had not borne its guarantor’s obligation;

(b) discuss whether Huadong Holdings Co was entitled to declare its credit if Materials Co came to declare its credit of RMB 6 million yuan against General Contractor.

下列关于股票股利的表述中，不正确的是( )。(第十一章 股利分配、股票分割与股票回购)  A. 股票股利不会直接增加股东的财富  B. 股票股利不会导致公司资产的流出或负债的增加  C.股票股利不会改变股票价格  D.股票股利会引起所有者权益各项目的结构发生变化

根据“一鸟在手”理论所体现的收益与风险的选择偏好，股东更( )。(第十一章 股利分配、股票分割与股票回购)

A.偏好于现金股利

B.偏好于资本利得

C.倾向于选择股利支付率高的股票

D.倾向于选择股利支付率低的股票

下列关于股票分割的说法中，错误的是( )。(第十一章 股利分配、股票分割与股票回购)

A.股票分割不属于股利支付的形式

B.股东权益各项目的结构不变

C. 普通股股数增加

D. 股价上涨幅度不大时采用

下列案件中，适用《民事诉讼法》的有(　)。

A.公民名誉权纠纷案件

B.企业与银行因票据纠纷提起诉讼的案件

C.纳税人与税务机关因税收征纳争议提起诉讼的案件

D.劳动者与用人单位因劳动合同纠纷提起诉讼的案件

甲公司对乙公司负有债务。为了担保其债务的履行，甲公司同意将一张以本公司为收款人的汇票质押给乙公司，为此，双方订立了书面的质押合同，并交付了票据。 甲公司未按时履行债务，乙公司遂于该票据到期时持票据向承兑人提示付款。下列表述中，正确的是( )。(第九章 票据与支付结算法律制度)

A. 承兑人应当向乙公司付款

B.如果乙公司同时提供了书面质押合同证明自己的权利，承兑人应当付款

C.如果甲公司书面证明票据质押的事实，承兑人应当付款

D.承兑人可以拒绝付款