Term Paper Of Venture Capital

Term Paper of Venture Capital
Strictly private and confidential Not to be disclosed or distributed to third parties Draft ● Indicative
Term Sheet [For use on Series A round] We are pleased to present our proposal for an investment in
● (the "Company"). Investment 1 You have told us that the proposed business plan calls for an
equity injection of £● . Of this amount, funds managed by us (the "Funds") will provide £●
alongside investment by other venture capital funds or financial institutions (together the
"Investors"). We will act as lead equity investor. 2 The investment will be at a fully diluted pre–
money valuation of £● , including employee share options (both granted or committed) equal to ●%
of the fully diluted equity. The ... Show more content on Helpwriting.net ...
6 [Appendix 7 sets out the performance milestones which must be satisfied within the periods stated
before the Second Tranche can be called.] [Good leaver/bad leaver provisions Ordinary Shares in
the Company (the "Ordinary Shares") held by [INSERT NAMES OF FOUNDERS] (the
"Founders") [and [INSERT NAMES OF RELEVANT EMPLOYEES]] will be subject to [vesting
rights] [and good leaver/bad leaver provisions] as summarised in Appendix 3.] Terms of investment
1 The Company and the [INSERT NAMES OF RELEVANT MANAGERS] (the "Managers") will
provide the Investors with customary representations and warranties examples of which are set out
in Appendix 4 and the Managers will provide the Investors with customary non–competition, non–
solicitation and confidentiality undertakings. 2 The Board will have a maximum of ● directors. [For
so long as the Investors hold ●% of the issued share capital of the Company on an as converted
basis] the Investors will have the right to appoint [one] director (the "Investor Director"). The
composition of the Board on completion will be ●. There will be a minimum of ● board meetings
each year. 3 The Investors' or the Investor Director's consent will be required for certain key
decisions, examples of which are set out in Appendix 5. 4 The Managers and the Company will
undertake certain matters to the Investors, examples of which are set out in Appendix 8. 5 [The
Investors will also have at all
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The Debt And Equity Securities
Prior to 2016, both debt and equity securities could be classified as available for sale and their gains
and losses reported in other comprehensive income; however, with the passing of Accounting
Standard Update No, 2016–01, all equity securities must now be classified as trading and their
unrealized gains and losses reported in earnings. The forthcoming evidence indicates that the
financial statements better reflect the true risks taken by the company when the unrealized gains and
losses on equity securities to appear in earnings rather than other comprehensive income. FASB
issued Statement of Financial Accounting Standards No. 115 in May of 1993, which supersedes
FASB Statement No. 12, Accounting for Certain Marketable Securities. The statement requires
securities, with readily determinable fair values, be placed into one of three classifications: trading,
available for sale, and held to maturity. Each of the three classifications has their own distinct
reporting standards. Under this statement, equity securities can be classified as trading or available
for sale, but debt securities can be classified as available for sale or held to maturity. Unrecognized
gains and losses for available for sale securities are presented in other comprehensive income until
they are recognized, at which time they are reclassified to the income statement. For the past ten
years, the International Accounting Standards Board (IASB) and the Financial Accounting
Standards Board (FASB) have

Company Law
(a) The legal issue is can Delusions of Grandeur Ltd increases the dividend rate for preference
shareholders from 7 per cent to 10 per cent immediately?
The argument would centre on interpretation of s246B (2) of the Corporation Act 2001.
Section 246B (2) applies if a company's constitution does not include a procedure for varying share
rights (Tony & Christopher 2009). The relevant assumption in this problem is s246B (2) (d):
"those rights may be varied or cancelled only by special resolution of the company and: (c) by
special resolution passed at a meeting: (i) for a company with a share capital of the class of
members holding shares in the class... (d) with the written consent of members with at least 75% of
the votes in the ... Show more content on Helpwriting.net ...
Section 246C (1) states that the division of one class of shares into two or more classes of shares,
where different rights attach to each class of shares after the division is taken to be variations of
class rights (Tony & Christopher 2009). Part of the Corporation Act 2001 (ss246B–246G) permits
companies to vary or cancel the rights attaching to a particular class of shares or members under
regulated conditions (Tony & Christopher 2009). Section 250E (1) provides that each shareholder,
whether preference or ordinary has equal voting rights (one vote per share on a poll) (Tony &
Christopher 2009). It would seem that two votes per share in Group A is not comply with s250E (1).
Apply to s246C (1), the Company varies the rights of a particular class of ordinary shares directly
which is cancellation or variation of voting rights attaching to a share. By reliance on the
assumption on the part of the Corporation Act 2001, the Company cannot divide the ordinary shares
into two groups then give two votes each share in Group A without the regulated conditions. In
conclusion, according to s246C (1) and s250E (1), it would seem most likely that the Company will
not be able to divide the ordinary shares into Group A which each share has two votes and Group B
that one vote per share immediately.
(d) The issue is can Delusions of Grandeur Ltd issues 25,000 new shares in Group B to new
investors at $5 per share

Law 421 Contracts
Contracts
Contracts are an important part of everyday life. They are an essential part of business. As a student
of a business law class, I will discuss in this paper several aspects of contracts. This paper will give
a definition of a contract and the essential elements necessary to form a valid contract. It will briefly
discuss breach of contract and the difference between a material breach and a nonmaterial breach of
contract. Examples of legal and equitable remedies available for breach of contracts will be
highlighted. Also, legal excuses for nonperformance or other grounds for discharge of contracts will
be addressed. Finally, three types of common contracts personally and professionally encountered
will be mentioned.
A ... Show more content on Helpwriting.net ...
Contracts can be discharged by complete performance or material non performance of the
contractual duty. For example: A contractor does not do any work promised on a bathroom, or
almost none, then the homeowner does not owe him anything. Therefore, the homeowner – the non
breaching party is discharged and the contractor is liable for the breach of contract (lectriclaw,
2012). A cancellation can be effected if one party breaches the contract, or a termination can occur
when either party lawfully ends the contract for anything other than a breach. In this case, all
executor duties are discharged on both sides but in the event of a partial breach, there is still a right
to seek a remedy (lectriclaw, 2012). Procedures dealing with all aspects of contracts are a part of
everyday transactions and can affect every individual on one level or another.
In everyday living, contracts can be a basic part of individual life. On a personal level, there are
several types of contracts that have been encountered. These contracts are life, health, and
automobile insurance that is a benefit for the person insured in case something happens such as a
death, a hospital stay or a car accident. Also, there are employment contracts that are signed when
one accepts a job such as an employment application, and service contracts such as contractors
performing work on my home. These are basic examples of how contracts affect everyday life on a
personal

Walsh V. Lonsdale [1882 W. 1127.]
CHANCERY DIVISION WALSH v. LONSDALE [1882 W. 1127.] This is one of the most
frequently cited authorities on the effect of the Judicature Acts so far as the fusion of law and equity
is concerned. Essentially the question down on whether the defendant could bring a legal remedy
(distress) with respect to a lease which formerly would have been regarded as equitable only
(effectively an agreement to grant a lease rather than one in proper legal form). Facts:The Defendant
on the 29th of May 1879, agreed to grant and the Plaintiff to accept a lease of a mill for seven years
at the rent of 30s. a year for each loom run, the Plaintiff not to run less than 540 looms. The lease to
contain such stipulations as were inserted in a certain lease of–the ... Show more content on
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A. Aspden of the one part, and Robert Bradley of the other part, or such of them as can be made
applicable to the tenancy hereby agreed to be created." When we look at the lease of the Newfields
Mills we find that it is a lease at a rent certain payable beforehand, and the question is how far that
provision can be made applicable to the present very peculiar agreement. That agreement provides
the lessor at his own expense is to find steam power for driving and running, the machinery, and that
the rent is to be £2 10s. for every loom run, but for the first year the lessee is not to run less than
300, and afterwards not less than 540 looms. 'Then there is a provision that the lessee is to have the
right, whenever he shall think fit, to find the steam power for himself, and in that case his rent is to
be 30s. per loom. There is a further proviso that until the lessee shall find the steam power the
engine–house, boiler–house, mechanics' shop, stable, and yard adjoining thereto shall be excluded
from the demise. As I read that it means that when the lessee once elects to provide his own steam
power, the excepted particulars, are included in the demise, and then the lessor is no longer bound to
find the steam power because he has demised the, very thing that produces the steam power, and the
lessee is now the lessee of the engine–house, and the rest, and has to find steam power for

Immingham Vs Clear
Results Your case is similar to case of Immingham Storage Co. Ltd. v. Clear plc (2011, CA)
Immingham is a provider of storage for petroleum products. The defendant, Clear Plc ("Clear"), was
a commodities trader. Both sides exchanged a number of emails dealing storage availability and
cost. A quotation was emailed to Clear, headed in bold capitals "Subject to board approval and
tankage availability", stating "a formal contract will follow in due course". Immingham emailed
Clear confirming Board approval with a subject heading "Contract Confirmation". It included the
wording "our full contract for this business will now be raised... and sent for your signature and
return." The "formal contract" was emailed to Clear, but was not signed or returned.

Introduction and Learning Objectives of Accounting and...
School of Accounting ACCT 1511: Accounting and Financial Management 1B Session 2, 2012
Week 5 Completing the Balance Sheet Student Handout Contents: 1. Learning Objectives 2. Tutorial
Questions 3. Lecture Materials Lecturer: Dr Victoria Clout Website: http://telt.unsw.edu.au 1
Introduction and Learning Objectives In this week we are turning our attention towards the
remaining major component of the balance sheet – owners' equity. Like liabilities, owners' equity
represents another form of financing for a business. At first glance, liabilities (capital provided by
creditors) and owners' equity (capital provided by owners or shareholders) may look very different.
As we delve deeper into the topic, however, you will ... Show more content on Helpwriting.net ...
(3 marks) DO NOT WRITE OUTSIDE THE BOX 4 Additional Tutorial Question Adapted from
Leo et al. Company Accounting, 9th edition, John Wiley & Sons. Frosty Ltd has struggled for
several years to develop a new product and has spent considerable sums of money on product
development and market research. The original funds invested by shareholders are mostly gone and
the company's sources of borrowed funds are exhausted as well. Nevertheless, management are
quietly confident that, with another year's efforts, the product will be commercially viable, but the
company needs operating funds for this one additional year. Unfortunately, the banks have refused
to extend additional credit, believing that the company is already too highly leveraged. Furthermore,
it is unlikely that the company will be able to raise additional ordinary share capital as the market
for such 'high–tech' firms is very depressed. A financial consultant to the company, IC Pole, has
suggested an ingenious scheme, namely that the company makes a private placement of redeemable
preference shares. With the additional funds provided, the company ought to be able to increase its
bank borrowings. Pole has put together a preference share package especially tailored to the
company's expected cash flows – the placement of 1 million preference shares at $2 each, with a 20c
per share cumulative

Feed Resource Recovery: Case Summary
Exhibit 1
Term Sheet
FEED RESOURCE RECOVERY
SERIES A PREFERRED STOCK FINANCING
SUMMARY OF TERMS
I. INTRODUCTION
FEED Resource Recovery (the "Company") is a company incorporated in the state of Massachusetts
and currently has 20,000 ordinary shares issued which are held by the Founders Shane Etan, who
holds 16,000 shares, and Ryan Begin who holds the remaining 4,000 shares. The Company desires
to authorize the issue of 206,612 shares of Series A Preferred Stock to the investors, Group One
Investment Company (the "Investors"), on the terms and conditions as set forth below:
II. TERMS OF FINANCING
Amount of Financing........................ US$250,000
Securities...................................... 206,612 Convertible Cumulative Preference shares ... Show more
content on Helpwriting.net ...
Liquidation preference
On the occurrence of any liquidation, dissolution or winding up of the Company, the Series A
Preferred shareholders will be entitled to receive, in preference to the ordinary shareholders, an
amount equal to US$2 per share plus any accrued but unpaid dividends. If any sums remain after
such payment, they will be distributed to all shareholders on an as converted basis.
Voluntary Conversion
The Series A Preferred may be converted by the Series A Preferred holders to an equal number of
the Company's Ordinary Shares at any time by serving written notice to the Company.
Redemption

The Series A Preferred are not redeemable at the option of the Company.
Anti–Dilution Protection
The conversion rate of the Series A Preferred will be adjusted in the event of stock splits, stock
dividends, reclassifications and any similar events that alters the share base of the Company.
The parties acknowledge that future funding will be required by the Company. In the event that the
future shares are issued at a price which is less than the current conversion price of the Series A
Preferred then the price of the Series A Preferred will be adjusted on a weighted average basis in
accordance with the formula below:
[pic]
Where
AP = Adjusted Price of Series A Preferred OP = Original Price of Series A

Investigating The Stock Price Reaction Of Firstenergy And...
1. Introduction The aim of this study is to investigate the stock price reaction of FirstEnergy and
Allegheny to various merger related announcements. The study will also identify the presence of
any run–up abnormal returns prior to the first formal announcement due to potential information
leakages, insider trading or rumours. FirstEnergy is an energy company that formed in 1997, as a
result of the merger between Ohio Edison and Centerior, which serves a large customer base.
FirstEnergy and its subsidiaries provide utility goods and services as a private enterprise and, as a
result, form one of the USA's largest investor–owned utility companies. FirstEnergy announced
plans to acquire Allegheny Energy, an electric utility company formed in 1925, in 2010 and the
merger, worth $4.7 billion, was completed the following year. The paper differs from others as it
will provide insight and evaluation into which event during the merger process had the largest effect
and identify whether this was the same for both firms, especially since the merger was undertaken in
a tough regulatory environment which contains many "hurdles" (). The results of this paper could be
attributed to other firms in the industry or, potentially, to other industries with similar regulatory
structures. The structure of this proposal, which will be consistent with the final paper excluding the
empirical findings, proceeds as follows. Section 2 reviews selected literature based on the focus
areas. Section 3

MLC707 Assignment T3 2014 Essay
MLC707 Commercial and Corporations Law
Trimester 3, 2014
Feedback
Research Assignment (15%)
Points to note:
 Students have been shown in class on how to solve a law problem assignment – ie, essay or report
format is expected, with clear introduction outlining the legal issues to be discussed at the onset,
followed by clear statements of relevant principles and demonstration of how those legal principles
are applicable to the given facts.
 Some students will merely refer to the principles in Amadio case to support their arguments in
their case ... which is okay
 But the better students are those who would be able to recognise and point out which bits of the
facts are similar to those in Amadio case and to explain how and why the ... Show more content on
Helpwriting.net ...
Further, in 1998, the HC in Garcia affirmed its earlier decision in Amadio and further stated that the
court would only allow the bank the enforcement of the guarantee and mortgage only if the bank
has:
(a) explained the importance of the terms to the weaker party with special disability; or
(b) informed the weaker party with special disabilities to seek appropriate independent professional
or legal advice before signing the contracts.
In Alan and Bridget's case, Bruno the finance manager acting for EW Bank, only told
Alan and Bridget to "take a few days to read through the documents, think it over and ask for
professional advice from someone else if necessary" – these wordings from
Bruno are not sufficient!! Bruno did not explain to Alan and Bridget the significance of the terms (as
required in Garcia's case) nor did he tell them to go and seek independent legal advice (as required
in Garcia's case). According to the principles in
Garcia, it is unlikely that the court would be sympathetic to EW Bank's defence that
Bruno had done his best in advising Alan and Bridget to seek "professional advice", as the mere
words of "professional advice" were not sufficient according to the decision in Garcia.
Page 2 of 4
Decisions in Amadio and Garcia would both support Alan and Bridget for a declaration that the

mortgage and guarantee executed be void and set aside.
– Student may also recognise

Exceptions Of Non Charitable Trust
Introduction to Non–charitable trust
Trusts can be widely categorized according to their objects, which are either purposes or persons.
The purposes of trust can be either charitable or non–charitable trust. A charitable trust is one whose
purpose falls within the legal definition of charity. On the other hand, a non–charitable trust has a
purpose which falls outside the legal definition of charity. A non–charitable trust is not for the
public. Non–charitable trust are beneficiary to people, include the trust to further the purpose of
club, association to a trust provide housing for native children being schooled off their reserve. A
non–charitable is a type of trust without ascertainable beneficiaries. Usually struck down by the
court because the court thinks that this type of trust is not enforceable by anyone. As a general rule,
a trust would fail if there is no beneficiary to enforce it. In Re Astor's Settlement Trust, apart from
uncertainty, the gift failed on the ground that there was nobody that could enforce the trust. In
Morice v Bishop of Durham, Sir William Grant stated that: ... Show more content on
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There are a number of exceptions to the invalidity of non–charitable trust. In order for a non–
charitable trust to be valid, the purpose of the trust must fall within the five exceptions. In the case
of Re Endacott, it laid down the principle that a non–charitable trust is invalid if the purpose did not
fit into one of the exceptions. Gift must be limited to particular purposes.
Exception 1 : Specific animals
The first exception is the trust must be made for the specific animal. In the case of Re Dean, the
trust was held to be valid despite the fact that no one could enforce the trust, the purpose of the trust
was for the maintenance of testator's horses and hounds for 50 years. This is typically where the
settlor wishes that his or her own pets are looked

and losses reported in other comprehensive income. However, with the passing of Accounting
unrealized gains and losses reported in earnings. After examining the history of available for sale
reporting standard and running pro forma scenarios of Yahoo! Inc.'s financial statements, I have
determined that it better reflects the true risks taken by the company for the unrealized gains and
losses on equity securities to appear in earnings rather than other comprehensive income. In May of
1993, FASB issued Statement of Financial Accounting ... Show more content on Helpwriting.net ...
Furthermore, even if management lacks the intention to sell, there remain events and circumstances
beyond the control of management that can force the need to sell. By measuring the changes in fair
value in net income it allows the investors to know the potential effects of these events and
circumstances. Critics of the fair value measurement cite the increase in volatility that it causes in
net income. A distinct disadvantage to reporting the gains and losses on the income statement is that
these gains and losses have not actually occurred and may not ever be realized (Proposed change...,
2009). The input surrounding the current cost method indicated that the method was not developed
enough nor well defined. The board agreed and discarded the method early on in the deliberations.
Those who favor amortized cost claim that it avoids some of the temporary fluctuations in net
income. The arguments against amortized cost include: 1) It reflects an irrelevant historical
transaction price that is not useful in current investment decisions. 2) Use of amortized cost depends
on subjective impairment models that can be manipulated to smooth earnings. With all things
considered, the board decided that a change in fair value being shown in net income is a more
appropriate measurement for equity investments. The reasoning being that the realizable value of
these investments could be realized by selling the equity instruments. In contrast, the realizable
value of debt

Bridgewater V Leahy [1998] Hca 66
Legal Issues Question One– (319 words) The contract at the centre of Bridgewater v Leahy [1998]
HCA 66 is a deed of forgiveness of debt, in relation to the transfer of land. The parties to this
contract were Neil York, who bought the interest in the land, and Bill York who sold the interest,
and forgave the debt. The contract was entered into on 19th July 1988, with the terms being that Bill
would transfer his interests in the Wonga Park fee simple, the Wonga Park perpetual lease selection,
and the Risby land to Neil York. It was agreed that this would be for the consideration of $150 000
and the remaining $546 811 would be set aside in a deed of forgiveness. The Wonga Park fee simple
was partly owned by Sam York, who agreed to ... Show more content on Helpwriting.net ...
The majority set forth their interpretation of unconscionable conduct to include the concept of the
stronger party exploiting another parties special disadvantage vis–à–vis another, and that this
principle should be distinguished from undue influence. Through evidence it was concluded that
Bill had a strong attachment to Neil, treated him favourably and considered him the son he never
had. The majority concluded that this amounted to a special disadvantage of emotional dependence,
as established in the case Louth v Diprose. The majority dismissed previous judgements in the case
that had ruled Bill was physically and mentally able to enter into a contract, which was a concern
due to his age and frailty. The majority considered that their focus on age as a disability over looked
the more pressing issue of emotional dependence. With Bill's special disadvantage established the
majority judges then examined Neil's knowledge and exploitation of the disadvantage. Through
cross examination listed in paragraph it was acknowledged that Neil was aware of Bill's affection
for him. It was also established that Neil was aware that the properties acquired in 1988 and those
available under the option in the will were being received at good value for him. Bill York's wish
was that his properties would be kept under single experienced management, and this was found to
be a major concern for Bill This can be seen as the catalyst for

Disadvantages Of Antitrust Law
Chief Justice Roberts stated courts in the U.S. have historically granted injunctions upon a finding
of infringement since the 19th century. The Antitrust Division in the U.S. also admits a patent
owner's "rights to exclude are similar to the rights enjoyed by owners of other forms of private
property" in the Antitrust Guidelines for the Licensing of Intellectual Property. Therefore, as a
fundamental principle, "antitrust law does not generally prohibit the holder of any other property
right from seeking an injunction to vindicate that right." The FTC has the right to regulate "unfair
methods of competition" and "unfair or deceptive acts or practices" under Section 5 of the Federal
Trade Commission Act. During the past two decades, the FTC has been heavily involved in several
high–profile SEP disputes, including Dell Computer Corp., N–Data, Rambus Inc. v. FTC, Motorola
Mobility, and Bosch GmbH. The FTC generally invokes competition law as a basis for investigation
over these cases under Section 2 of the Sherman Act and Section 7 of the Clayton Act. The
particular concern ... Show more content on Helpwriting.net ...
These consent agreements mostly impose strict requirements for an SEP holder to seek injunctive
relief. For example, in Bosch GmbH, the FTC dictated that Bosch GmbH can only seek injunctions
against an unwilling licensee. The unwilling licensee shows unwillingness by refusing to accept the
SEP holder's offer of a license on F/RAND terms, or a court's determination. In Motorola Mobility,
the order prohibits Google/Motorola from making any future claims for injunctions over a F/RAND
Patent against a potential licensee. This unwilling licensee similarly should refuse (1) a F/RAND
offer either in writing or in sworn testimony, (2) a court order, (3) a binding arbitration–determined
F/RAND terms, or (4) simply not replying to the written confirmation requested in a F/RAND
Terms from an SEP

F317 Final Exam Paper
F317 / Final Exam / Study Guide 50 Questions / Multiple Choice & True & False Types of Entities
(and their characteristics) – LLC – S–Corp – C–Corp Types of Intellectual Property – Patents –
Trademarks – Trade Secrets – Copyrights Before Venture Capital – Bootstrapping – Angel Investing
– Family & Friends Types of Exit Strategies – Acquisition – Shearing – IPO The Equity Bible –
Valuations: Example pg. 41 This is an appraisal or estimate of the worth of the business The chances
of a high–potential venture succeeding in Silicon Valley is 1 in 10,000 Rate of Return: express as a
percentage of the total amount invested Funding risk: probability of loss from higher funding costs
... Show more content on Helpwriting.net ...
– Issuing Equity Figuring out how to split founder's shares between the team is perhaps the biggest
decision you'll make early in the life of your company. Equity discussions need to take place early in
order to avoid harder, more emotion fueled discussions later. Founders that intend to drive the
business long–term should receive the larger chunk of the equity. Part–time founders and non–
performing founders should expect very little. Early cash is valuable. Vesting: the accrual of non–
forfeitable rights to ownership over a pre–determined period of time. Pro–rata: proportionate
allocation of a quantity on the basis of one common factor. Repurchase Agreement: agreement
allowing the seller to buy back ownership at a later date for a nominal amount. – Types of Securities
Debt capital: borrowing someone else's money to finance the business under the condition that the
money plus accrued interest must be paid back in full by an agreed upon date in the future Equity
Capital: represents the risk capital staked by investors through the purchase of a company's stock.
De–risking: process of creating enough certainty in your company such that it becomes an attractive
opportunity to a large pool of investors. – Waterfall Scenarios – Types of Anti–Dilution and
Calculating the Same – Issuing Option Pools – Pre & Post Money Valuations – Needs and Concerns
of Investors Required Rate of Return: The earlier the

Information on Laissez-faire and Court Injuction
1. Court Injuction
2. Laissez–faire
Recording to the Union County College "Laissez– faire an economic and political doctrine that
holds that economies function most efficiently when unencumbered by government regulation.
Laissez faire advocates favor individual self–interest and competition, and oppose the taxation and
regulation of commerce." ""Leave it alone" The concept came from the economic theories of Adam
Smith, the 18th–century Scot whose writings greatly influenced the growth of American capitalism.
Smith believed that private interests should have a free rein. As long as markets were free and
competitive, he said, the actions of private individuals, motivated by self–interest, would work
together for the greater good of society. Smith did favor some forms of government intervention,
mainly to establish the ground rules for free enterprise. But it was his advocacy of laissez–faire
practices that earned him favor in America, a country built on faith in the individual and distrust of
authority. Laissez–faire practices have not prevented private interests from turning to the
government for help on numerous occasions, however. Railroad companies accepted grants of land
and public subsidies in the 19th century. Industries facing strong competition from abroad have long
appealed for protections through trade policy. American agriculture, almost totally in private hands,
has benefited from government assistance. Many other industries also have sought and received

Advantages And Disadvantages Of Financing For Jacqui Llc
A small business with no revenue, no track record and no sales screams high–risk. Luckily, there are
other pockets to pick to help your small business get the financing it needs to grow and thrive .In
these essay want to explain about other potential sources of financing for Jacqui LLC . And I
explain about the advantages and disadvantages of using equity capital and debt capital to finance a
small business's growth. And I give for Jacqui Rosshandler to investment offer from Arthur Shorin.
Finding the money to start their small businesses is usually one of the first problems that
entrepreneurs face. For most people, this process can be hard and very frustrating. What makes this
process frustrating is a combination of wrong expectations and ... Show more content on
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The last one Venture capitalists. It is finance provided for an equity stake in a potentially high
growth company. .
Debt and equity financing are your two basic options to raise money for a start–up company or
growing business. Debt financing includes long–term loans you get from the bank. Equity financing
is private investor money you get in exchange for a share of ownership in the business. Now I want
to explain about the advantages and disadvantages of using equity capital and debt capital to finance
a small business's growth. The advantages of Debt is financing allows you to pay for new buildings,
equipment and other assets used to grow your business before you earn the necessary funds. This
can be a great way to pursue an aggressive growth strategy, especially if you have access to low
interest rates. Closely related is the advantage of paying off your debt in installments over a period
of time. Relative to equity financing, you also benefit by not relinquishing any ownership or control
of the business. Interest on the debt can be deducted on the company's tax return, lowering the
actual cost of the loan to the company. Raising debt capital is less complicated because the company
is not required to comply

Accounting Summary
SHAREHOLDER'S EQUITY * Owner's equity section of a corporation's statement of financial
position; 2 major components – share capital and retained earnings. * SHARE CAPITAL – amount
of resources received by a corporation as a result of investment by shareholders, donations or other
share capital transactions * RETAINED EARNINGS – amount of capital accumulated and retained
through the profitable operations of the business. SHARE CAPITAL * Shares to be subscribed and
paid in or secured to be paid in by shareholders, either in money, property or services, at the time of
organization of the corporation or afterwards, and upon it's to conduct its operations Divided into –
legal capital and share premium * LEGAL CAPITAL – capital ... Show more content on
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| Cash–Settled | Entity received goods or services by incurring liabilities for amounts based on the
value of its own equities. | Equity–Settled with Cash Alternative | Entity received goods or services
and the entity or the supplier has the choice of whether the transaction is settled in cash or equity
instruments. | Measurement a. Share–based payments to non–employees are measured at fair value
of the goods or services received. b. Share–based payments to employees including share options,
the transaction should be measured at the fair value of the equity instruments granted because the
fair value of the service provided by the employees generally is not reliably measurable. Fair value
– amount which an asset can be exchanged, liability settled or an equity instrument granted could be
exchange between knowledgeable and willing parties in an arm's length transaction. Fair value is
determined using the3–tier measurement hierarchy – observable market prices if available, market
data with reference to a recent transaction in the entity's shares or a recent independent fair valuation
of the entity or its principal assets. DEFINITION OF TERMS: * Grant date – date at which the
entity and another party agree to a share–based payment arrangement * To vest – to become an
entitlement * Vesting period – period

Dawson Lumber Company Limited
Objective National Bank of Canada ("NBC" or "the Bank") is tasked with the decision to review
Dawson Lumber Company Limited 's ("Dawson") request for an increase in its line of credit up to
the amount of $10.8mm. Dawson intends to finance inventory and receivables with the line of
credit. NBC must remain cognizant of the competitive landscape of the lumber industry and assess
whether a focus on the retail segment is beneficial to Dawson 's strategic plan. Given that Dawson is
one of the region 's largest borrowers, NBC must be careful in how it manages this relationship. The
Bank cannot afford to turn away NBC 's business. However, extending Dawson additional credit
may increase Dawson 's default risk and jeopardize the potential for ... Show more content on
Helpwriting.net ...
An expected decline in lumber prices would suggest a reduction in forecasted lumber sales beyond
1999. Increased competition from large chains also poses a threat to Dawson 's retail sales
projections and margins. In light of the industry outlook for both sectors, Dawson 's capital
expenditure projection of $1.1mm (1.9% and 2.4% of expected sales from lumber and retail,
respectively) appears to be low, considering the average of both industries. This suggests that
Dawson may eventually fall behind its competitors as a higher proportion of investment is required
in both manufacturing and operations technology for Dawson to maintain a competitive advantage.
Despite the above, NBC 's main concern surrounds Dawson 's projections to further increase its
already high levels of inventory when compared with the competition. While Dawson may view the
need to provide high quality service to differentiate itself from its competitors, $24mm appears
inflated and counter to management 's previous strategic goals to stabilize the company through
improvements in inventory and yard operations. Days of inventory, days of receivables and days of
payables have actually worsened over the past year . If this continues, Dawson will continually be
short of access to the WK required to support its operating assets, defend

Harvard Simulation Letter
sunflower utraceuticals n to Sunflower Nutraceuticals, Board of Directors from Teresita Alvarez,
CEO re Working Capital Financing Options I wanted to update you on my efforts to secure an
increased line of credit for working capital. Despite my repeated efforts and the calls that both of
you have made to our bank's senior officers, Miami Dade Merchant's Bank (MDM) continues to be
inflexible. It refuses to increase our $3.2 million line of credit and says that it will not change its
mind. It is also proposing tighter covenants. I have highlighted for MDM our improved EBIT and
free cash flow over the last eighteen months and our concomitant success in reducing the use of our
line of credit by almost $500,000. MDM ... Show more content on Helpwriting.net ...
I also tried to convince him to invest the same amount in convertible debt or preferred stock where
he can choose to convert some or all of his investment from debt to equity. He said that he has no
interest in "becoming a bank" and wants to share in the financial success that he is funding. At the
same time, FF says that convertible debt and preferred equity wouldn't impose enough discipline on
Sunflower management. He likes the strict covenants and close cash flow monitoring that he's
accustomed to in the real estate business. We may safely assume that FF, despite not wanting to
become a bank, will impose covenants on us that are as tough as MDM's. FF has insisted on joining
the three of us on Sunflower's board. In brief, while this opportunity can help us pursue aggressive
growth, FF will have his cake and eat it too: his investment will always have the protection of debt
if we do not earn a profit, but his equity position will allow him to share in our successful growth. 2
Averell & Tuttle (AT): AT is a boutique investment bank headquartered in Atlanta but with deep
Miami roots, as indicated by the Tuttle name. Its portfolio includes a number of investments in the
natural products and retailing sectors, including the Earth Life chain. AT's team has submitted an
intriguing proposal that I believe warrants consideration. Like FF, AT is prepared to replace MDM
and provide a line of

Costco
Sustainable Growth Model [NOTE: For all steps, refer to the accompanying Sustainable Growth
Tables" of ratio calculations for Costco and its competitors for all years measured. The table are
located at the close of this section.] The sustainable growth rate is the rate at which a firm can grow
while keeping its profitability and financial policies unchanged. The model allows an analyst to
isolate drivers that have led to changes in historical growth in order to isolate causes of change. It is
represented in four steps. Step 1: Profitability and Earnings Retention At the end of each year the
return that Costco realizes on equity capital can either be reinvested back into the business or paid
out to investors as dividends and ... Show more content on Helpwriting.net ...
One area is financial leverage. Issuing debt allows Costco to increase its return on equity as long as
the return on invested capital is greater than the cost of debt. If Costco 's core business earns 12%
return on invested capital but it can borrow the debt at a lower rate, financial leverage would
increase the ROE. Financial leverage is expressed as the ratio: ∑ Assets–to–Equity = Assets /
Owners Equity Costco 's assets–to–equity ratio has fallen slightly from 2.21 to 2.06. This means that
for every dollar of invested capital Costco acquires $2.06 worth of assets in 2001 verses $2.21 worth
of assets in 1997. This may indicate that less assets are being acquired. If less assets are acquired,
less sales may be generated and if less sales are generated there is less net income yielding less
return for shareholders and a less attractive investment opportunity. Wal–Mart Corp has had very
inconsistent asset–to–equity ratio form year to year which makes it difficult to draw any conclusion
regarding investment. Such inconsistency could be an indication of Sears asset–to–equity ratio had
been consistent decreasing from 6.60 to 5.45 until 2001 when it increased to 7.24. This is the
highest ratio of any Costco competitor. Although this ratio is high, the instability of the number over
the periods measured may discourage investment. BJ 's Wholesale has demonstrated

Draft Term Sheet for Alliance of Angels
Draft Term Sheet for Alliance of Angels
This draft term sheet, by Dan Rosen, CEO Dan Rosen & Associates, is for use by Alliance of Angels
members as a starting point in negotiating seed stage deals. The AoA lead investor is noted as in the
document. Each party in such deals should seek appropriate legal counsel. Except for the section
titled "Exclusivity," this term sheet does not create a legally binding obligation on any person or
entity.
Company name
Acme, Inc
Location
Type of Entity
Washington State C Corporation
Type of Equity
Comment [DR1]: Some prefer Delaware incorporation. Washington state and Delaware have
parallel laws, but Delaware has greater case law and therefore better protection for company ...
Show more content on Helpwriting.net ...
Thereafter, all of the proceeds shall be ratably distributed to the holders of Preferred and
Common Stock, on an as converted basis.
Comment [DR8]: In the past, it was often argued that Angels should not request 1x participating
preferred without a cap, because larger follow–on rounds would then get the same.
While a small angel round doesn't change the
"liquidation overhang," a large VC round might.
Capping the liquidation preference in future, larger rounds does make sense.
Dividends
Dividends only when declared, and not cumulative. The holders of
Series A Preferred will be entitled to receive dividends only when and if declared by the Board and

in preference to holders of Common Stock.
Comment [DR10]: Cumulative dividends do make sense in the case of a redemption provision, as
outlined below.
Voting Rights
Except as set forth in "Protective Provisions" below, the Series A Preferred shall vote together

Event Study of Stock Splits
EVENT STUDY OF STOCK SPLITS
Final Project Report of
Investment Banking & Financial Services (IBFS)
February 2016
Submitted to:
Prof. A.K. Mishra
Submitted by:
Group 3, Section A DHEERAJ MADAAN(Mob– +91 7523849812) | PGP30193 | HARI SINGH
CHOUDHARY | PGP30198 | RITIN KAKKAR | PGP30390 | ROHAN SARAF | PGP30219 |
SAKSHI SONI | PGP30392 | | |
Indian Institute of Management, Lucknow
Contents Data 3 Sample 3 Methodology 4 Alpha and Beta Estimation 4 Event Study 4 Hypothesis
& Objective 5 Testing & Results 5 Alpha and Beta calculation 5 Event Study 6 Stock Split
7 Reverse Stock Split 8 Conclusion 8
Data 1. This study includes samples of 19 companies that made a stock split ... Show more content
on Helpwriting.net ...
5. Alpha is estimated as the intercept while beta is the X–coefficient.
Event Study 1. Historical prices for both the firms and BSE 500 were collected during the event
period from day –60 to day +60, and Day 0 being the announcement day. 2. Actual return was
calculated for all the companies as well as for the BSE 500 on the event period days (–60 to +60). 3.
The expected return for each firm was calculated: Expected Return = Alpha + (Beta x BSE 500
actual return). 4. Excess Return was obtained from the difference between Actual and Expected
Return. Excess Return = Actual Return – Expected Return 5. Average Excess Return (for the Event
period) was calculated as: Average Excess Return (AER) = Total Excess Return / n (number of firms
in the sample) 6. Cumulative Average Excess Return for the event period (Day –60 to Day +60) was
calculated by adding the AER for each day in the event period. 7. Hypothesis Testing: The
formulated hypothesis in the study that whether abnormal returns are generated by stock split was
tested by conducting paired sample t test using SPSS for the sample of companies for period ranging
from –60 to +60 days. The two variables compared were the normal returns and the expected returns
( based on BSE returns)
Hypothesis & Objective

Our aim is to ascertain the impact of the announcement of a split/reverse split. We analyze whether a
split/reverse split announcement can cause abnormal

Business Studies : Alternate Task One
BUSINESS STUDIES – ALTERNATE TASK ONE
Introduction
This task entails the finding in research of three articles relating to Mr Price. All three articles relate
to an increase or decrease in shares due to many reasons. One of the articles refer to the shares
dropping after Christmas sales while the others reason is due to poor fashion choice. On the other
hand, a contrasting article talks about the increase in shares which implies that Mr Price formulated
strategies to overcome the challenges that the business was currently facing.
Mr Price Article Summaries
Article One: Shares in South Africa 's Mr Price plunge after weak Christmas sales
In the article, it is stated that Mr Price shares have plunged by 18%. Competitors Truworths ... Show
more content on Helpwriting.net ...
Sales rose 8.6% to R8.5 billion ($598 million).
South African retailers have been struggling in recent years as they battle with high personal debt,
rising fuel and electricity prices and unemployment. But the company chief executive Stuart Bird
said that "the economy is not in good shape and consumer confidence is understandably low, but our
resilient fashion value model is built to withstand these conditions".
Contrasting Points
Both article one and two discuss how the sales and shares of Mr Price had fallen. Article one was
written in January 2016 and article two was written in September 2015. Just a few months apart. But
in November 2015, article three states a rise in sales. What could account for this rise? I believe that
sales went up because of the Christmas season. During Christmas many stores add specials to their
stock attracting consumers, also people will buy regardless of money struggles. But once the
Christmas season was over there was another decline as mentioned in article one.
EPS & HEADLINE EPS
Whilst reading the three articles I chose for this assignment I came upon the term "Headline EPS". It
is a term I have yet to hear of in business. During my research I noticed that EPS is a term on its

own and that Headline EPS is a subpart of that term. So in order to understand Headline EPS I
needed to find out what EPS means.
Definition of Earnings Per Share

The Issue Of Domestic Violence Homicides Or Gun Surrender...
B. Interview format:
In an attempt to better understand the barriers in getting perpetrators to surrender their guns, and the
possible solution in remedying them, I conducted interviews with different members of the King
County community. The goal of these interviews was to generate information regarding the
experiences of DV victims, and their advocates as well as law enforcement agencies on the issue of
gun surrendering. Interviews were done primarily in person with the attorneys, and primarily over
the phone with the DV advocates. Due to the political sensitivity of this issue, the majority of the
interviewees have requested to remain anonymous.
C. Interview Questions:
The following questions guided each interview: Background:
1. Can you tell us a bit about the work you currently do, and how it is related to the issue of
domestic violence homicides or gun surrender laws?
a. How long have you been working in this capacity?
b. In which County has most of your work been in?
c. How often do you work with clients that are the victims of Domestic Violence?
2. Did any of your clients have a judge order their perpetrators to surrender their weapons, and if so,
can you tell me about an instance where this has happened?
Recent Policy Changes and their impact:
3. Washington enacted a law in 2014 that mirrors federal law by prohibiting gun possession by
anyone subject to a protective order. The protective order must have been issued after a noticed
hearing

The Modern Trust Law : The Shortcomings Of The Modern...
The modern trust law has its origin in the use (from the Latin ab apus) which was developed as the
response of equity to the shortcomings of the common law. A trust is very difficult if not impossible
to define, but its essential elements are reasonably easily described and readily understood. There is
no statutory definition of a trust . It has been the courts that, over the years, have developed the rules
relating to the trust, so all one can do is provide a description of the trust, which reflects those rules
and which enables people in a general way to know what is meant when talking about a trust. This
essay will consider the case of Re Baden No.2 and explain how the trust principles evolved and
develop relating to the certainty of objects. This essay will also analyse the different tests the Law
Lords set out in relation to certainty of objects, for a discretionary trust. We will discuss the
advantages and disadvantages of each approach from the Law Lords and suggest the best way
forward for the trustees when deciding the proper approach to take in a discretionary trust. A trust is
not a legal person, like an individual or a company, capable of owing property. For there to be a
trust, property must be subject to a trust, so the property will be owned by a trustee or trustees (who
may be individual or companies) or by a nominee on behalf of the trustee (though here the trustee's
rights against the nominee may be regarded as property held by the trustee). Trust is

and losses reported in other comprehensive income; however, with the passing of Accounting
unrealized gains and losses reported in earnings. After examining the history of available for sale
reporting standard and running pro forma scenarios of Yahoo! Inc.'s financial statements, the
forthcoming evidence indicates that is better reflects the true risks taken by the company for the
unrealized gains and losses on equity securities to appear in earnings rather than other
comprehensive income. FASB issued Statement of Financial Accounting ... Show more content on
Helpwriting.net ...
Furthermore, even if management lacks the intention to sell, there remain events and circumstances
beyond the control of management that can force the need to sell. By measuring the changes in fair
value in net income, it allows the investors to know the potential effects of these events and
circumstances. Critics of the fair value measurement cite the increase in volatility that it causes in
net income. A distinct disadvantage to reporting the gains and losses on the income statement is that
these gains and losses have not actually occurred and may not ever be realized (Proposed change...,
2009). The input surrounding the current cost method indicated that the method was not developed
enough nor well defined. The board agreed and discarded the method early on in the deliberations.
Those in favor of the amortized cost method claim that it avoids some of the temporary fluctuations
in net income. The arguments against utilizing amortized cost include: 1) It reflects an irrelevant
historical transaction price that is not useful in current investment decisions. 2) Use of amortized
cost depends on subjective impairment models that can be manipulated to smooth earnings. With all
things considered, the board decided that reporting a change in fair value in net income was a more
appropriate measurement for equity investments. The reasoning was that the realizable value of
these investments could be realized by selling the equity

Pe Term Sheet for Equity
TERM SHEET FOR POTENTIAL
EQUITY INVESTMENT
IN [NAME OF CORPORATION] /
AND STRATEGIC ALLIANCE
This term sheet summarizes the principal terms with respect to a potential private placement of
equity securities of [NAME OF CORPORATION] (the "Company") by [NAME OF INVESTOR]
("Investor") and related strategic alliance. This term sheet is intended solely as a basis for further
discussion and is not intended to be and does not constitute a legally binding obligation. No legally
binding obligations will be created, implied, or inferred until a document in final form entitled
"Series Stock Purchase Agreement," is executed and delivered by all parties. Without limiting the
generality of the foregoing, it is the parties intent that, until that ... Show more content on
Helpwriting.net ...
/
(5) Antidilution Provisions: The conversion price of the Preferred will be subject to adjustment (i)
for stock dividends, stock splits, or similar events, and (ii) on a weighted average basis to prevent
dilution in the event that the Company issues additional shares at a purchase price less / than the
applicable conversion price. / No adjustment to the conversion price will occur for any issuance of
additional shares at a purchase price in excess of the current conversion price. Conversion prices
will not be adjusted because of (a) conversion of Preferred Stock, or (b) the issuance and sale of, or
the grant of options to purchase, / shares of Common pursuant to the Company's employee stock
purchase or option plans (the "Reserved Employee Shares").
(6) Voting Rights: Except with respect to election of Directors, a holder of Preferred will have the
right to that number of votes equal to the number of shares of Common issuable upon conversion of
its Preferred at the time the shares are voted. Election of Directors will be as described under "Board
Representation" below.
(7) Protective Provisions: [So long as there are at least shares of Preferred outstanding,] / consent of
the holders of at least a majority of the outstanding Preferred will be required

Court Cases In Macy's Case
1– First of all, yes we would seek preliminary injunction on behalf of the plaintiff for the following
reasons. To demonstrate, the preliminary injunction which means a temporary order commanding a
party to act or refrain from acting that is issued prior to; or during trial in order to prevent
irreparable injury from occurring before the case is decided. In the present case, the defendant
breached the contract and violated his duty by not delivering the parts to the plaintiff. In the contract
a clause states that "failure to deliver these parts would constitute irreparable harm should US Auto
seek to have a court enter an injunction directing the Italian company to provide the parts." For this
reason, the plaintiff has the contractual right ... Show more content on Helpwriting.net ...
First, the likelihood of success means the court will only need to find that there is a reasonable
probability that our case will win, based on the facts and the rules that we will apply on the case. To
illustrate, the plaintiff always done his obligation as stated in the contract by sending the cost of the
parts to the defendant. While the defendant breached this contract by refusing to send the parts to
the plaintiff without any reasonable cause. Further, the defendant shows bad faith by sending the
parts to other costumers who paid less than the plaintiff. Second, irreparable harm defines as any
harm which cannot be quantified or compensated with monetary damages, and which may justify
injunctive relief. Here, the plaintiff can not repair their cars without those parts which supposed to
be delivered by the defendant; which cause a substantial economic loose to the plaintiff. The breach
of the contract by the defendant caucus clear irreparable harm to the plaintiff regardless of the
availability of those parts in other companies. Finally, the balance of the equities means that the
injury on the plaintiff side is weighty harm than to the defendant through the injunction. And as long
as there is a contract between the parties the court will look to the contractual rights. As we state
before, the defendant violated and breached the contract while the plaintiff

Essay On B's Equitable Interest
Introduction
This essay will start by considering B's position – how the Law of Property Act 1925 and Land
Registration Act 2002 affect her interest in Y in relation to D's interest. It will then move on to
consider C's position in a similar fashion. Finally, it will conclude with a critical examination of
some of the legal principles applied.
Brenda's Interest
B's equitable interest is generated from her contribution to the purchase price of Y through the
creation of a trust in the property. Such an interest was previously classified in the Land Registration
Act 1995 as a 'minor interest', and ought to be registered in the proprietorship register of Y's title as
restriction on the proprietorship register, in accordance with s. 40 – 47 of the Land Registration Act
2002 to facilitate overreaching.
According to s. 2(2) of the Law of Property Act 1925, overreaching can only occur when the
purchaser, during a registered disposition of land, deals with two or more trustees – the equitable
interests of the beneficiaries under the trust would then be swept off the land, and included in the
purchase price of the property. On the facts, because Y is held on trust exclusively by A, D would
have only dealt with one trustee during the transaction. This would mean that the doctrine of
overreaching does not apply with respect to B's equitable interests.
Under s. 29(2)(a)(i) of the Land Registration Act 2002, pre–existing interests in land can only be
protected against a registered

Parkview Queensland Pty. Ltd. v Commonwealth Bank of...
Parkview Queensland Pty Ltd v Commonwealth Bank of Australia [2013] NSWCA 422 FACTS The
appellant, Parkview Queensland Pty Ltd ("Parkview"), is a building contractor who commenced
construction of a residential property development under a standard form building contract with
Fortia funds Management Ltd ("Fortia"), the developer. Fortia financed the construction under a
loan facility with the Bank of Western Australia Ltd ("BankWest"). The building contract provided
for progressive payments to Parkview, with 5% of the value of the work completed to be retained by
Fortia ("retention monies") until practical completion. As per clause 5.10 ("cl5.10") of the building
contract "...The parties [i.e. Fortia and Parkview] shall hold the retention, security or the proceeds of
the security on trust...". Parkview, BankWest and Fortia signed a Builder Tripartite Deed. This
entitled, but did not actually obligate, BankWest to pay all progress payments certified by Fortia
directly to Parkview and to take over the building contract in the case of Fortia defaulting. The
building contract allowed for Parkview to obtain payment out of part, or all of, the retention monies
on provision of satisfactory alternative security to Fortia. Parkview subsequently provided a bank
guarantee for part of the retention monies. BankWest received and retained the guarantee and
subsequently remitted the equivalent amount of the retention monies to Parkview. Following
practical completion Parkview

The Payment Of Dividends And The Issue Of Shares
The payment of dividends and the issue of shares in return for capital investment are important
aspects of company law. As such, there are certain requirements that must be met in order for both
shares and dividends to be lawfully issued. These requirements are located within the company's
articles and statute. The Company's articles "operate as contract between the company and its
members" and outline the requirements that the directors must follow in order for a transaction to be
lawful.
ABC wish to issue new shares and a pay a dividend using the newly appointed share capital. There
is no detail in relation to when ABC were incorporated other than that it was under the Companies
Act 2006 ("CA"). There are many versions of the standard ... Show more content on Helpwriting.net
...
This is supported by statute which allows directors to issue share capital provided this is sanctioned
by the articles. It is possible for the articles of the company to permit different classes of share to be
offered and thus enable preferential shares to be offered to Mrs Donald and the Model Articles
clearly does this within article 22. There are however, certain caveats in respect of the rights of the
existing members which can restrict this provision. The CA gives existing shareholders a right of
pre–emption as a means of preventing their voting power from being diluted by the allotment of
new shares if the issue is of ordinary shares.
Section 561 determines that existing members must be offered "on the same or more favourable
terms a proportion" of the proposed issue equal to the proportion of shares held by the member. The
offer must be made to the existing member in writing and must allow at least 14 days for the offer to
be accepted or declined. Contravention of this requirement could render the officer(s) involved and
the company jointly and severally liable to the member for any loss suffered or expense incurred by
their failure to meet this requirement. However section 563 CA does not result in an invalidation of
the allotment in the event that it was done infringing section 561 or 662 CA.
Whilst it is possible

The Difference Between Common Intention Constructive...
The difference between common intention constructive trusts and proprietary estoppel has been
described as 'illusory' (Hayton). Do you agree with this statement? Consider how the case law has
developed and give reasons for your answer.
In his article 'Equitable Rights of Cohabitees' Hayton suggested that the distinction between
common intention constructive trusts and proprietary estoppel has, over time, come to be but
illusory and goes on further to propose that since the general direction of the development of the law
has been to embrace the principle of preventing and remedying unconscionable conduct regardless
of whether the claim brought before them was originally brought under the concept of a constructive
trust or proprietary ... Show more content on Helpwriting.net ...
Proprietary estoppel, on the other hand, is a "legal bar preventing a (first) party from denying
another (second) party's right in first party's property where the second party has incurred costs in
that property to its detriment". Proprietary estoppel, like other types of estoppel, is not a remedy in
itself but a tool to raise "estoppel equity", on the basis of which the court is able to decide on the
type of remedy that this equity will satisfy. Similarly to the need for the element of common
intention for the purpose of establishing a constructive trust, there is a need for the establishment of
an active or passive assurance on the part of the defendant that leads to some form of consequential
detriment on the part of the claimant when acting in reliance on that assurance. Thus, there must be
a causal connection between the actions undertaken by the claimant and the initial assurance on the
part of the defendant. The extent and the nature of the detriment suffered by the claimant, however,
appears to be substantially more flexible than that necessary to find the existence of a constructive
trust. For example, in Inwards v Baker [1965], such detriment amounted to the improvement of the
defendant's land, while in Gillett v Holt [2001] it was manifested in both financial and personal
detriment. Yet unlike in most cases involving common intention constructive trusts, in neither of

Sandy V. Mark Case Brief
RELIANCE LAWYERS
TO: Client
FROM: Christine Bulos
SUBJECT: Sandy V Mark
DATE: 17th April 2017
CC: Partners@reliancelawyers.com.au
PURPOSE:
This memorandum analyses the contractual dealings between our client, Sandy, and Mark to
determine whether equitable and proprietary estoppel is applicable in this case, and whether the
promise Mark made to Sandy in regards to subdividing his land must be upheld.
SUMMARY:
QUESTION 1A) It will be argued that estoppel is definitely applicable in this case as no contract
was formally created by the two parties due to the lack of a formal written agreement , the intention
to create legal relations and the absence of sufficient consideration therefore what was
communicated between the two parties is ... Show more content on Helpwriting.net ...
Factors present that support this notion are the lack of a formal written agreement, the intention to
create legal relations wasn't present, and insufficient consideration.
Mark had promised to subdivide his land and transfer the ownership of the cottage you were living
in as a tenant to your name, and in effect encouraged you to disregard seeking a settlement with Pat
as well as substantially improve his cottage. This thus encouraged an induced assumption to be
made which you relied upon. Mark did not do enough to prevent your impending detriment from
occurring regardless of his initial knowledge and intention made. We will therefore use these factors
to our advantage and base the cause of action and arguments made on these.
As your lawyer, my main concern is to seek relief in the form of obtaining the cottage property for
you rather than monetary damages as that has been established to be of your main concern as
substantial improvements were made to the cottage using your own money as well as it being the
initial agreement between Mark and

Relationship Between Equity And The Common Law
Equity has been described as a 'mysterious creature' that lies distinctly alongside the common law.
In considering the statement, there is an almost linear reversal in which the remedies in equity
procure a type of right not necessarily available in the common law. This peculiar jurisdiction has
created consistent controversy especially in regards to the fusion of the common law and equity. To
understand further, this essay will consider the relationship between equity and the common law.
The development of equity alongside the common law through its history and intention, and
application in case law will be imperative in the discussion of the statement. In conjunction with an
analysis of fusion, it will become apparent that equitable damages were enlivened, separate to, in
unfair circumstances where no rights/damages existed within the common law. In trying to tread the
murky waters of the distinction yet the procedural fusion of equity and common law, the contention
of this essay becomes apparent. Effectively, this essay aims to highlight that the history, intention,
application and fusion fallacies regarding equity, all which point to an assertion that rights in equity
are indeed the product of its remedies. Whether they are merely 'two streams of jurisdiction, though
they run in the same channel, run side by side and do not mingle their waters', is yet to be seen.
A brief history: Rise and development of Equity – Remedies to Rights
A basic understanding for the rise

Wqewq Eq
EXPLANATION AND GUIDE
|Form: |Long Form Venture Capital Term Sheet |
|Purpose: |This is a long form annotated Venture Capital Term Sheet, proposing deal terms for
investment by a venture |
| |capitalist in an early–stage company. It is for a Series A Convertible Preferred Stock round of
company financing. |
| |The form is very pro–investor in its orientation. |
Long Form Term Sheet for Potential Venture Investment[1]
TERM SHEET FOR POTENTIAL INVESTMENT
IN
[NAME OF COMPANY][2]
Confidential ... Show more content on Helpwriting.net ...
No dividend shall be paid on the Common at a rate |
| |greater than the rate at which dividends are paid on Preferred (based on the |
| |number of shares of Common into which the Preferred is convertible on the date|
| |the dividend is declared). Dividends on Preferred will be in preference to |
| |dividends paid on the Common. Dividends on the Preferred will be |
| |noncumulative.[7] |
| | |
| |(2) Liquidation Preference: In the event of any liquidation, dissolution or |

What Is A Product Of Unjustified Duress/Coercion?
The second scenario explained about the Tuna Canning Company that hired 21 seamen in Southern
Florida to work abroad. They signed an agreement to get paid $200 each plus extra cents depending
on what they catch. The seamen complained about the weak fishnets and wanted to get paid $400,
which the company agreed. When they returned, the company just wanted to pay the original $200.
The second agreement in this case is a product of unjustified duress/coercion. "Coercion is the
practice of compelling a person or manipulating them to behave in an involuntary way whether
through action or inaction or by use of threats, intimidation or some other form of pressure or
force." (Limon, 2003). The seamen threatened to not do the work for the Tuna Company

Youyang Pty Ltd V Minter Ellison Morris Fletcher
Youyang Pty Ltd v Minter Ellison Morris Fletcher (2003) 212 CLR 484 Gleeson CJ, McHugh,
Gummow, Kirby and Hayne JJ MATERIAL FACTS: The appellant company (Youyang) was trustee
of a discretionary trust formed in 1974 for the Hayward family. Minter Ellison Morris Fletcher's
(Minters) had been acting for EC Consolidated Capital Limited (ECCCL) since July 1991, all work
in connection with the drafting of the documents relating to the subscription for preference shares in
ECCCL was dealt with by Minters. As part of the subscription agreement Youyang deposited
$500,000 in Minters trust account. Minters was entitled to release a section of the fund from the
trust account to ECCCL for the purchase of a bearer deposit certificate to be issued by Dresdner
International Financial Markets (Australia) Ltd (DAL), which could then be traded on the money
market. When the certificate was obtained Minters then had the right to release the remainder of the
funds to ECCCL based on the subscription agreement. On the 24th of September 1993 a letter was
sent by DAL addressed to ECCCL in confirmation of the payment of $256,800 from Minters trust
account for the term of 10 years with repayment of US $500,000 at maturity representing $256,800
principal and interest of AUD 243,200. This letter was a sign of acknowledgement of indebtedness
by DAL to ECCL rather than a bearer certificate, which was required. It provided Youyang with no
security against insolvency of ECCCL. Minters paid ECCCL the

The Fasb Codification Topic 320 : Investments Debt And...
Overall. The FASB Codification Topic 320: Investments–Debt and Equity Securities is included
under the financial statement asset section and offers guidance on investment instruments that
represent either a creditor relationship (debt) or an ownership interest (equity) and provides
standards for reporting such investments according to generally accepted accounting principles
(GAAP) (FASB ASC 320–10–05–2, 2016).
Debt securities included under this topic include any investment that would be considered a loan to
a company, municipality or the government and its agencies. These include corporate or municipal
bonds and U.S. Treasury securities and other instruments expressly stated within the codification.
Equity securities covered under this section must have an easily attainable market value and include
corporate stock, U.S. Treasury securities, and business investments greater than 20%. In this case,
the code will dictate the method of accounting to be used as well as financial statement presentation.
(GAAP) (FASB ASC 320–10–05–2, 2016).
Subtopics. The use of subtopics is necessary in order to provide guidance that may be different from
the overall topic as well as within each other. In this case, because different entity types require
different treatment, there are seven subtopics which are presented as follow (FASB ASC 320, 2009):
1. 940–320 covers Financial Services–Brokers and Dealers
2. 942–320 covers Financial Services–Depository and Lending
3. 944–320 covers

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