xx年ACCA公司法与商法真题及答案 Question: (a) In relation to the English legal system, explain the meaning of: (i) criminal law; (ii) civil law. (b) Explain the hierarchy of courts dealing with criminal law. Answer: (a) (i) Criminal law relates to conduct which the State considers with disapproval and which it seeks to control. Criminal law involves the enforcement of particular forms of behaviour, and the State, as the representative of society, acts positively to ensure pliance. Thus, criminal cases are brought by the State in the name of the Crown and cases are reported in the form of Regina v (Regina is simply Latin for queen and case references are usually abbreviated to R v .). In criminal law the prosecutor prosecutes a defendant (or the aused) and is required to prove that the defendant is guilty beyond reasonable doubt. The Companies Act (CA) 006 sets out many potential criminal offences, which may be mitted by either the pany itself, or its officers or other individuals. An example of this which may be cited is s.993, which relates to the criminal offence of fraudulent trading and applies to any person, not just directors or members, who is knowingly a party to the carrying on of a business with the intent to defraud creditors. The potential penalty on conviction is imprisonment for a maximum period of 10 years, or a fine or both. (ii) Civil law, on the other hand, is a form of private law and involves the relationships between individual citizens. It is the legal mechanism through which individuals can assert claims against others and have those rights adjudicated and enforced. The purpose of civil law is to settle disputes between individuals and to provide remedies; it is not concerned with punishment as such. The role of the State in relation to civil law is to establish the general framework of legal rules and to provide the legal institutions to operate those rights, but the activation of the civil law is strictly a matter for the individuals concerned. Contract, tort and property law are generally aspects of civil law. Civil cases are referred to by the names of the parties involved in the dispute, for example, Smith v Jones. In civil law, a claimant sues (or brings a claim against) a defendant and the degree of proof is on the balance of probabilities. In relation to the CA 006, the duties owed to panies by directors set out in ss.171177 may be cited as examples of civil liability, and directors in breach are liable to repense the pany for the consequences of their failure to ply with those duties, as is set out in s.178. In distinguishing between criminal and civil actions, it has to be remembered that the same event may give rise to both. For example, where the driver of a car injures someone through their reckless driving, they will be liable to be prosecuted under the Road Traffic legislation, but at the same time, they will also be responsible to the injured party in the civil law relating to the tort of negligence. Similarly, a director may fall foul of both the criminal regulation of fraudulent trading (s.993 CA 006) as well as breaching their duty to the pany under one of the provisions of ss.171177 CA 006. (b) The essential criminal trial courts are the magistrates courts and Crown Courts. In serious offences, known as indictable offences, the defendant is tried by a judge and jury in a Crown Court. For less serious offences, known as summary offences, the defendant is tried by magistrates; and for either way offences, the defendant can be tried by magistrates if they agree but the defendant may elect for jury trial. Criminal appeals from the magistrates go to the Crown Court or to the Queens Bench Division (QBD) Divisional Court by way of case stated on a point of law or that the magistrates went beyond their proper powers. Further appeal is to the Court of Appeal (Criminal Division) and then to the Supreme Court on a significant point of law. Question： In relation to the law of contract,explain the rules relating to： (a)aeptance of an offer; (b)revocation of an offer. Answer： This question requires an explanation of the rules relating to the aeptance and revocation of offers in contract law. (a)Aeptance is necessary for the formation of a contract. Once the offeree has aepted the terms offered, a contract es into effect. Both parties are bound： the offeror can no longer withdraw their offer, nor can the offeree withdraw their aeptance. The rules relating to aeptance are： (i)Aeptance must correspond with the terms of the offer. Thus, the offeree must not seek to introduce new contractual terms into their aeptance (Neale v Merrett (1930). (ii)A counter-offer does not constitute aeptance (Hyde v Wrench (1840). Analogously, a conditional aeptance cannot create a contractual relationship (Winn v Bull (1877). (iii)Aeptance may be in the form of express words, either oral or writte