Abstract
The following report aims to investigate if and how a director of a company could be removed from his post under the British law. It deals particularly with the removal of a company's director under the use of the provision of weighted voting and is based on an example of a small private limited company. The paper includes such issues as weighted voting, removal of a director under Sc 168 CA 2006, changing the company's articles, exclusion of a director from the company's management and issue of new shares. Finally, the paper concludes that it is usually very difficult to remove the director.

Outline:
Introduction
Removal of the Director under SC 168 CA 2006
Alteration of the Articles
Exclusion of a Director from Management
Issue of New Shares
Conclusions

From the Paper
''As removal of a director under Sc 168 might be difficult due to the weighted voting clause, an alteration of articles could be considered in order to remove the clause in question. Sc 21 (1) provides that the articles may be altered with a special resolution. 75% of the total votes are required to amend the articles by special resolution (Sc 283) whereby a 21 days notice should be usually given. Hence, in order to pass a special resolution, support from other members of the company would be required.
''Nonetheless, the director could challenge the alteration of articles as not being 'bona fide for the benefit of the company as a whole'. In Allen v Gold Reefs of West Africa (1900) the alteration of the articles was upheld as it was carried out 'bona fide for the benefit of the company as a whole' as it was intended to recover the large debt due to the company from a deceased member. Also Sidebottom v Kershaw, Leese & Co Ltd (1920) the alteration of the articles was allowed in order to enable a competing shareholder to be bought out as this was 'bona fide for the benefit of the company as a whole'.
However, in Brown v British Abrasive Wheel Co Ltd (1919) it was held that the proposed alteration was not for the benefit of the company but for benefit of the majority hence an injunction was granted preventing the alteration of the articles.
''Therefore to decide would be whether a removal of a director whose girlfriend is employed by an indirect competitor, would be bona fide for the benefit of the company. The director could argue that as the two companies produce products for different markets, i.e. traditional beers v mass market beers via different distribution channels this would not be in breach with the company's business ethos.''

Tags:voting, power, benefit, ethos

Abstract
This paper presents an analysis of sexual harassment in the workplace. The author discusses background of sexual harassment, legalities of sexual harassment and business strategies to reduce sexual harassment in the workplace such as various policies and requirements.

From the Paper
"In 1964 Title VII of the Civil Rights Act was accepted into our nation's law. Since then sexual harassment has been added as a protected class under Title VII. Unfortunately, it has taken many high-profile lawsuits such as the Anita Hill Senate hearings, Faragher v. Boca Raton, and Crowley v. L.L. Bean for employers to understand that it is imperative for every company, no matter how big or small, to have a well-thought out plan for dealing with sexual harassment situations. It is also crucial that these organizations make sure their employees are completely aware of the procedures to follow if such a situation arises. Not only should companies have guidelines in this area, but they should also make it clear where they stand on relationships between employees and how sexuality is viewed within the company, because what is acceptable in one instance may be unacceptable in another. One of the most common reasons sexual harassment situations evolve into multi-million dollar lawsuits is because the victims are not made aware of their organization's policies or their claims are not properly dealt with by the organization. By taking a few simple preventive measures, the probability that a lawsuit will arise from a sexual harassment is minimal, making the workplace better for both employees and employers."

Tags:harassment, sex, workplace, women

Abstract
This paper outlines the issues relating to age discrimination in the workplace and analyzes how far the practice is going on in big and small firms, as well as the readiness of both the managerial group and the employees to face possible age discrimination situations. It evaluates how corporations need to be aware the problem in order to provide a proper retirement program for the employees, so that when their senior age comes, the companies do not receive a lawsuit from disappointed employees. It outlines a study where questionnaires are sent to 25 large firms and 25 small firms in one area querying practices and provides an analysis of the results and recommendations.

From the Paper
"There are some reasons why such discrimination occurs. Experienced workers, some who already reach their golden age would cost more to the company, because of their high salary due to experience and exposure to the company where they know well about what is going on. When a company finds the older employees stay at their retirement age, it realizes how much it would cost. The company may need to pay higher retirement reimburse when it decides to keep older worker together with it for a longer period.

On the other hand, the presence of younger workers would give fresh performance for the company. Despite the less experience that the younger workers have, they perform more productive working performance compared to older workers, as older workers would need to deal with their physical challenge."

Tags:management, employees, retirement, salary, lawsuit

Abstract
This paper discusses the refusal of one company to promote a female employee to the supervisor position after promising to do so. It includes the background of the dispute, its resolution, the effectiveness of the resolution and its outcome and finally an analysis of the conflict resolution process. Several issues are discussed such as employee gender, management policies, human relations, compensation and more.

From the Paper
"The dispute occurring is between an employee and a supervisor. The employee has worked for the company for three years, working towards a position as a supervisor. This was noted in their performance review and was also incorporated into their work plan. The employee both worked and completed studies in business to assist them in gaining the expected promotion. After three years, the promotion became available. The employee was told by their supervisor that they would not be getting the promotion but that somebody else would be hired from outside of the organization. The position was advertised and a new person recruited. The employee inquired as to why they would not be considered for the position but was given no direct answer. Their employment record had no problems so the employee was left to assume that the only reason for their not getting the promotion was their gender, being that all other supervisors in the company were male, including their boss and that they were female."

Tags:employee, supervisor, promotion, position, dispute, company, business, female

Abstract
The paper examines the various methods of dispute resolution that are available to parties and critically examines the various disadvantages and advantages of the most popular methods of alternative dispute resolution (ADR). It also examines litigation and discusses to what extent ADR has replaced litigation.

From the Paper
"The case management introduced by Lord Woolf has encouraged the use of ADR and CPR rule 44 has meant that severe cost penalties can be imposed by the courts if ADR is not considered or is refused unreasonably. This is demonstrated in the case of Dunnett , here Railtrack had successfully defended an appeal from Dunnett and sought its costs, when the trial judge had granted Dunnett leave to appeal he advised her to consider ADR, she approached Railtrack but they refused the ADR. The Court of Appeal held the parties had a duty to further the overriding objective of the CPR and that this included considering ADR, in this case Railtrack had failed to do this before the cost of the appeal had begun to accumulate. This attitude by the courts demonstrates the importance that is placed on ADR and it puts it at the centre of the civil justice system."

Tags:arbitration, concilliation, litigation, mediation, report, woolf

Abstract
By reviewing the case of Salomon vs. Salomon the paper considers the implications of the separate legal entity theory of the corporation. The paper examines the reluctance of the courts to examine the true nature of the corporation and attribute accountability to the officers and shareholders of the company.

Outline
The Corporation
The Artificial Entity
Salomon v. Salomon & Co. Ltd
Unifying Process?
Tortious Responsibility
Tax
Gap Filling
Legislative Lifting
Consequences
Conclusion

From the Paper
"Examples of case law have shown us that the courts are not willing to allow individuals to use the corporate form to "evade a contractual or legal obligation". This has been clearly demonstrated with the preceding case law, in particular in the case of Adams v. Cape Industries where this principle has been brought to the forefront of British Company Law and practice . However, in Adams v. Cape Industries, the courts were only contending with a speculative tortious liability, here we are concerned with the principles of the company or individuals, prior to incorporation, committing a fraud and denying another of their legal rights. The question that the courts need to address in their decision making process is the timing of the fraud being committed."

Tags:tax, fraud, legislation, salomon

Abstract
This paper examines the intellectual property law of 'passing off'. The paper explains that the law of 'passing off' is a common law right of action in the law of tort and is based on the premise that 'nobody has any right to represent his goods as the goods of somebody else'. The paper looks at how the action is effectively one of unfair competition, and applies generally to situations where there is no registered trademark or any other intellectual property right. The paper then points out that a typical scenario would be when a defendant uses an unregistered trademark normally used by a claimant, and in so doing, represents the goods or services in such a way that the public is deceived into thinking that they are being offered by the claimant. The paper also explores how protection under the law of passing off is very much dependent on how much importance consumers place on the part when purchasing the product in question. In conclusion, the paper shows that the courts generally adopt a restrictive approach towards protecting the descriptive and the functional because granting such protection will have a negative effect on the market, and ultimately this is a question of fact, and the courts will look at all the circumstances of each case before making a decision.

From the Paper
"So long as these criteria are fulfilled, the claimant would have successfully established 'goodwill' for his goods or services, but a descriptive mark runs the greatest risk of becoming too distinctive over time that it is deemed generic. By losing its ability to indicate source, the claimant can no longer rely on the law of passing off to protect the mark. This danger has been highlighted by the case of Linoleum Manufacturing v Nairn [1878], where the public began using the term 'Linoleum' to refer to the product generally, without connoting the source of manufacture. As such, the courts will be reluctant to allow monopoly over such terms so as to promote healthy competition in the marketplace."

Tags:intellectual, property, copyright, patent, trade, mark

Abstract
This paper examines how the use of money laundering to protect and fund terrorist activities is well known and how measures to effectively combat money laundering must be focused and proportionate. It deals with the main provisions of the Money Laundering Regulations 2003 and discusses the extent to which the regulations have been successful in combating money laundering.

Outline
Introduction
Previous Law and Effectiveness
Reporting Obligations
Legal Professional Privilege
Definition of Regulated Sector
Conclusion

From the Paper
"The Regulations apply to "relevant businesses", a term synonymous with being in the "regulated sector" for the purpose of the Act. The Regulations require firms to maintain internal reporting procedures that require persons doing regulated work to disclose money-laundering suspicions, failing which the firm and in some cases partners, would be guilty of a criminal offense. However, the obligation to report suspicion is not qualified by any objective requirement that the suspicion be reasonable. It would therefore appear that genuine but unreasonable suspicion would also suffice. It is not necessary to establish that the person was actually aware or suspected money laundering, simply that he should have known or suspected the activity. "

Tags:crime, terrorismf, inance, banks

Abstract
This paper examines how during the nineteenth and early twentieth centuries, Britain experienced what came to be known as the "second industrial revolution" ? a period of major industrialization with changes to British industry as a whole and further to this, a change in the idea of the "company" or firm. It looks at how hand in hand with this were technological advances, which it has been said spurred on this major change to life in Britain. It explores the technological advance in this period, how much of an effect it had on company law as such and to looks further at other features of this age which could have affected the rise of company law.

From the Paper
"By 1914, company law had overtaken the Joint Stock Company and the law of partnership as the most dominant form of industrial organization in Britain. As mentioned previously, this is often attributed to the increase in technological advances and the changes this made to industrial Britain. There was "a relative decline of agriculture compared with other sectors such as industry" , and new industries were growing steadily throughout the nineteenth century, for example metals, mining and chemical trades. This was largely due to advances made in these fields, and with increased output came a rise in employment, most notably in the new industries of electrical engineering, and the motor trade. "Mechanized mass production was spreading throughout the manufacturing industry" , and "big business" was dominating Britain in one way or another, be it the larger scale production, or the large scale business organization. However, technological advance was not necessarily the main reason for this increase."

Tags:depression, liability, limited, merges, partnership, railways, salomon, stock

Abstract
This paper addresses the question of whether the legal profession is justified in holding UK organisations liable for employees abuse of electronic mail systems in the workplace.

From the Paper
"Should an employer be deemed liable for e-mail messages written by one employee, and sent to another employee, without the employers knowledge or consent, this has begun to happen over the past few years. Employers are finding themselves facing spiralling legal costs when employees sue for sexual or racial harassment. UK governments have been reluctant to lay down laws with respect to electronic communications and employees rights in the workplace, inevitably this has led to an increase in cases brought against employers. Organisations are beginning to fight back, with covert monitoring of personal e-mail sent by employees. Recent legal cases are reported and particular attention is paid to both employees and employers perspectives, with consideration to relevant statute."

Tags:communication, technology, computer, data, employee, employer, ethic, fraud, government, guidelines, harassment, law, monitoring, policy, protection, racial, sexual, surveillance