Australian Corporations Law Essay Example for Free

Australian Corporations Law Essay There are two company classifications, proprietary and public. Most Australian companies are proprietary limited companies because this classification and type suits the needs of most businesses. (i) Reasons to Choose a Proprietary Company A proprietary company by comparison to a public company has simpler and therefore lower cost reporting obligations, is limited to 50 non employee shareholders’, ‘and between 1 to 50 members’ , a public company can have more. A proprietary company requires a minimum of one director a public company requires a minimum of three directors. The director or directors of proprietary company must ordinarily reside in Australia and be 18 years of age or older. A public company can be listed on the stock exchange and raise funds directly from the public by offering shares or debentures for sale’ a proprietary company cannot, however a proprietary company can offer shares to existing shareholders or employees. (b) Company Types There are two types of proprietary companies, companies limited by shares and companies unlimited with share capital. (i) Reason to Choose a Company Limited by Shares In the event that a company limited by shares does not have sufficient assets to meet its debts, each member is only liable for the amount, if any, that remains unpaid on their shares , ‘[L]imited liability means that members of a company are not personally liable for the full extent of their company’s debts. ’ This limitation of personal liability is the great advantage of this type of company. (ii) Reason Not to Choose a Company Unlimited with Share Capital An ‘unlimited company means a company whose members have no limit placed on their liability’ for their company’s debts. Unlimited companies are rarely used. Company Names A company name is optional; the company’s ACN can be used instead. The name ‘Sai Kung’ has been chosen and so an application for reservation of the name, form 410, must be lodged with ASIC prior to the application to register the company. See attachment 1. ‘A limited proprietary company must have the words â€Å"Proprietary Limited† [or Pty Ltd] at the end of its name. ’ B Application for Registration 1 Application Form To register the company, ASIC form 201 must be completed and lodged with ASIC. See attachment 2. 2 Additional Information Required for Registration In addition to the classification, type and proposed name of the company the following information must be provided: †¢Ã¢â‚¬Ëœthe name and address of each person who consents to become a member’ †¢ ‘the present given and family name, all former given and family names and the date and place of birth of each person who consents in writing to become a director †¢Ã¢â‚¬Ëœthe present given and family name, all former given and family names and the date and place of birth of each person who consents in writing to become a company secretary;’ A proprietary company is not required to have a secretary †¢Ã¢â‚¬Ëœthe address of the company’s registered office;’ †¢Ã¢â‚¬Ëœthe address of the company’s proposed principal place of business (if it is not the address of the proposed registered office);’ †¢Ã¢â‚¬Ëœthe number of shares each member agrees in writing to take up;’ The price of each share, whether the share wi ll be fully paid on registration, if not fully paid, the amount that will be unpaid on each share and whether or not the shares each member agrees to take up will be beneficially owned by the member on registration of the company. 3 Consents and Agreements Consents and agreements of nominated directors, secretary and members must be obtained prior to the application for registration being accepted by ASIC. 4 Rules for Internal Management of a Company Regarding the rules for the internal management of a company, a company can either use the ‘replaceable rules’ as stated in the Corporation Act, or form a constitution, the company’s own rules, or a combination of replaceable rules and the constitution. C Registration by ASIC Registration is at ASIC’s discretion. 1 Issue of Certificate of Registration Sai Kung Pty Ltd will not exist, will not become incorporated, until ASIC registers the company and issues a certificate of registration. 2 Corporate Key ‘Within two days of registration, ASIC will also issue a corporate key to the company’s registered office address. ’ This is an eight digit number used to lodge forms with ASIC, access company records and receive annual statements online. This number should be kept confidential. D Alternative: A Shelf Company If you do not wish to go through the process of registration alternatively you could purchase a shelf company, this is a company that has already been registered and is therefore available for immediate use. A shelf company can be renamed with the name of your choosing. The Facts 5 January Toto acting as a promoter, entered into a contract on behalf of Sai Kung (‘SK’), a yet to be registered company. The contract was with Television Broadcasts Limited (‘TVB’), to pay TVB for their professional and technical assistance in producing a television seafood cooking show. 12 January SK was registered by ASIC, the company did not adopt a constitution, did choose to have a common seal and Flora and Toto were both appointed as directors. SK did not appoint a company secretary. TVB commenced providing SK with professional and technical assistance to produce the television show. 2 February The contract with TVB was ratified by SK on 2 February. 20 February As at 20 February the shows production has not commenced and TVB has not been paid for its assistance. B The Law Applied to the Facts When Toto, on behalf of SK, entered into the contract with TVB, he acted as a promoter, ‘anyone who exerts themselves on behalf of a not-existent company’ . Toto the promoter was liable to pay TVB for their services in the event that SK did not register or SK did register but did not ratify the contract. On 2 February SK, a registered company since 12 January, ratified the contract with TVB. SK is now liable and bound by the contract made on its behalf on 5 January. However, in the event that SK does not pay TVB part or all of what is owed, Toto, as the promoter, remains liable. If Toto had obtained a release from TVB he would no longer be liable or ‘[a]n alternative way in which a company [SK] can become primarily liable is where the company [SK] and the other party [TVB] substitute a new contract in place of the pre-registration contract (otherwise known as â€Å"novation†). This discharges any liability of the promoter [Toto] in relation to the pre-registration contract. An effective novation requires the consent of both the company [SK] and the third party [TVB]. ’ C The Objective of the Section 133 of the Corporations Act ‘At common law, if a pre-registration contract was not performed neither the company nor the promoter were liable. The innocent other party was left with an unenforceable contract’, an example is the case Black v Smallwood . A promoter ‘was only bound if they intended to be bound’ as in the case Kelner v Baxter where ‘[t]he court examined the written contract and imputed and intention by [the promoter] Baxter to bind himself personally. ’ Section 133 of the Corporations Act states that Part 2B. replaces any rights or liabilities anyone would otherwise have on the pre-registration contract’ , ending the ‘uncertainty arising out of the laws of agency and contract. ’ ‘The issue of where liability lay for not fulfilling obligations incurred under pre-registratio n contracts is now governed entirely by the Corporations Act and its overriding aim is to ensure that the innocent other party [in this case TVB] is not left without legal remedy.

Speech Understanding Software -- Essays Papers

Speech Understanding Software In the past computers were completely impractical and never thought to be used for personal reasons. Today computers are a common household item easily accessible to anyone. In the future the computer will be even more focused around the user creating less work for the user. This future will be made possible through Human Centric computing. Human centric computing will make computers easy to work with. The main focus is to create a world where computers are everywhere and easy to use. One method of creating a more human interface is by implementing speech understanding software. This software is already improving at an amazing pace. Most reviews of speech understanding software I've read are highly critical about the speech understanding products. However in most personal reviews of the software people who have been using the currently available software are happy with the products. I think a big part of the problem is our expectations, and most people who have tried speech understanding products have succeeded to understand how the products perform once they are past the initial stages. One application for speech understanding software is the type that works with electronic documents. The User speaks into a microphone and the software translates the sounds into text on-screen. The text can then be saved into a file. That actually can work pretty well, but it still has a lot of weaknesses. Most people who use speech understanding software today don't use it to dictate letters and reports but to control computers, programs, and to process information online. A prime example of how efficiently speech-understanding software is working for those who need information from the Net is Tellme (1-... ...t also understand free flowing speech of multiple languages. Humans will be able to communicate with computers the same way they communicate with other people. When someone will need to ask for a document he or she will simply tell the computer what is needed without having to know where and how the information is stored. Users will be able to specify the information they want without having to go through fixed sets of choices. Computers and users will engage in interactive conversations, allowing the user to retrieve the needed information in a small number of steps. This process will not be restricted by a limited vocabulary, training, or any unneeded pauses. This will take the place of using keyboards and mice to communicate with a computer and will allow the user to be able to deal with the task at hand more efficiently and accomplish goals in a matter of minutes.

Investigating the Volume of a Drop Essay

Criteria: – Planning (a) – Planning (b) – Data Collection – Data Processing and Presentation – Conclusion and evaluation Laura Hu Lab Partner: Tu Tai Kuong Started January 20, 07 Completed January 27, 07 5 pages + raw data Planning (a) and (b) Objective: To accurately measure the volume of a drop of water and saturated salt water under two set temperatures. Hypothesis: Since the mass of a substance changes as the temperature changes, we believe that the volume of a liquid would change as temperature changes. This is because we know that density is equal to mass divided by volume. Density is different depending on its temperature and mass is constant. Therefore, with a difference in temperature, there will be a difference in volume. The second thing we predict is that salt water will have a smaller volume per drop than water. This is because the density of salt water and the mass of salt water will be greater than normal water due to the added salt in the water. This will make it heavier than regular water.. Independent Variables: Forces affecting the drop as it is about to come down (gravity and shaking of hand) Where to drop lands (may land on the sides of the beaker, making the drop stick to the sides instead of dropping to the bottom) Water evaporation Atmospheric pressure Dropping device type (diameter of the place where the drop will come out) Height from which the droplet will be dropped (prevent splashing) Saturation of salt water Number of drops that will be tested Loss or increase in heat while conducting the experiment Dependent Variables: Temperature of the liquids The type of liquid Materials: 2 Eye Droppers 2 Thermometers 2 Graduated cylinders (0.5ml increments) Microwave Refrigerator (set at 1 degree Celsius) Paper towels Saturated salt water (table salt dissolved into water at room temperature until it cannot dissolve anymore) Nestle Pure Life natural spring water (bottled water) 4 Styrofoam cups 1 Procedures: 1. Prepare a data table with columns named â€Å"Start volume†, â€Å"End Volume†, â€Å"Difference† and â€Å"Volume per drop†. Example: Start volume End Volume Difference Volume per drop 2. Put bottled water two Styrofoam cups. Take one of the cups and add table salt in it. Mix it until the salt will not dissolve any longer. Put both cups in the fridge. Set the fridge to 1 degree Celsius. Leave them there overnight. 3. The next day, take out the salt water and mix it again to make sure it is saturated. Put the Styrofoam cup containing the salt water into a second Styrofoam cup. 4. Take an eye dropper, fill the eye dropper with salt water 5. Take the graduated cylinder and position it so that the end of the eyedropper is 2cm from the bottom of the graduated cylinder. Record the start volume of the liquid inside the cylinder (0 cm in this case). 6. Slowly drop 10 drops into the cylinder, maintaining a 1 cm distance between the liquid and the end of the eyedropper. Record the volume. Dispose of the remaining water inside the dropper. Fill the dropper again with salt water. Drop 10 drops into the cylinder. Make sure to carefully count every drop! Record the end volumes. 7. Repeat step 5 five times. 8. Clean out the graduated cylinder using tap water, and use paper towels to dry it clean. 9. Put the salt water back into the fridge. 10. Take out the cold water (from the fridge), put it in another Styrofoam cup and repeat what you did in step 5-8. 11. Put the water in the microwave and heat it at high power for 1 minute. 12. Take it out, stir the water, measure the temperature (and write it down) and use the water to do steps 5-8 again. 13. Take the salt water out, microwave it at high power for 1 minute. 14. Repeat what you did in step 12 for the salt water. 15. Clean everything up. Data Collection Attached to the back of the lab. 2 Data Processing and Presentation Difference = End volume – start volume Ex. End volume = 2.11ml, start volume = 2.00ml 2.11ml – 2.00ml = 0.11 ml = difference Volume per drop = Difference / 10 Ex. Difference = 0.11ml 0.11ml/10 = 0.011ml = Volume per drop Cold bottled water at 0.5+ 0.02 degrees Celsius Star Volume End Volume Difference Volume per Drop 2.00ml 2.11ml 0.11ml 0.011 ml 2.11 ml 2.29 ml 0.18 ml 0.018 ml 2.29 ml 2.49 ml 0.20 ml 0.020 ml 2.61 ml 2.80 ml 0.19 ml 0.019 ml 2.80 ml 2.98 ml 0.18 ml 0.018 ml Average volume per drop: (0.011+0.018+0.020+0.018) / 5 = 0.0134ml Rounded: 0.013 ml Uncertainty: + 0.02 / 10 = + 0.002ml Volume per drop = 0.011ml to 0.015ml Cold saturated salt water at 0.5 + 0.02 degrees Celsius Star Volume End Volume Difference Volume per Drop 2.00 ml 2.12 ml 0.12 ml 0.012 ml 2.12 ml 2.30 ml 0.18 ml 0.018 ml 2.30 ml 2.41 ml 0.11 ml 0.011 ml 2.41 ml 2.60 ml 0.19 ml 0.019 ml 2.60 ml 2.71 ml 0.11 ml 0.011 ml Average volume per drop: (0.012+0.018+0.011+0.019+0.011) / 5 = 0.0142 ml Rounded: 0.014 ml Uncertainty: + 0.02 / 10 = + 0.002ml Volume per drop = 0.012ml to 0.016ml Warm bottled water at 38 + 0.5 degrees Celsius Star Volume End Volume Difference Volume per Drop 2.00 ml 2.11 ml 0.11 ml 0.011 ml 2.10 ml 2.30 ml 0.20 ml 0.020 ml 2.30 ml 2.45 ml 0.15 ml 0.015 ml 2.45 ml 2.60 ml 0.15 ml 0.015 ml 2.60 ml 2.81 ml 0.21 ml 0.015 ml Average volume per drop: (0.011+0.020+0.015+0.015+0.015) / 5 = 0.0152 ml 3 Rounded: 0.015ml Uncertainty: + 0.02 / 10 = + 0.002ml Volume per drop = 0.013ml to 0.017ml Warm saturated salt water at 38 + 0.5 degrees Celsius Star Volume End Volume Difference Volume per Drop 2.00 ml 2.10 ml 0.10 ml 0.010 ml 2.10 ml 2.31 ml 0.21 ml 0.021 ml 2.21 ml 2.34 ml 0.13 ml 0.013 ml 2.34 ml 2.49 ml 0.15 ml 0.015 ml 2.60 ml 2.71 ml 0.11 ml 0.011 ml Average volume per drop: (0.010+0.021+0.013+0.015+0.011) / 5 = 0.014ml Uncertainty: + 0.02 / 10 = + 0.002ml Volume per drop = 0.012ml to 0.016ml Conclusion and Evaluation Our experiment tested two variables (the type of liquid and the temperature) and how they affected the volume of a drop. From our experiment, there is a slight difference between the volume of bottled water and the volume of salt water, so therefore it proves that the volume of a drop is dependant on the type of liquid we use. I also hypothesized that salt water would contain a smaller volume per drop than bottled water. This hypothesis was disproved in the experiment. We found that the volume of a drop of bottled water at 0.5 degrees Celsius is 0.01ml less than the volume of a drop of saturated salt water at 0.5 degrees Celsius. For our experiment, we couldn’t prove that temperature affected the temperature affects the volume of a liquid because the volume of a drop of our bottled water increased by 0.02ml while the volume of a drop of warm saturated salt water remained exactly the same. Quite unexpectantly, we discovered that a drop of bottled water is greater in volume than a drop of salt water after they’re heated up to 38 degrees Celsius. All our data, however is only true IF we disregard the series of lab errors that may have altered the results. Here is the list of lab errors: Lab Errors: 1. Every drop that comes out of the eyedropper is a result of gravity pulling the drop of water out of the eyedropper opening. Because the force of gravity is constant, we can assume that every drop has the same volume, unless there was another force involved. This other force is the shaking of the hand holding the eyedropper. To prevent this, we first planned to tape the eyedropper to a ring stand. This way it would stay motionless so that no other force except gravity would act on every individual drop. Unfortunately, the eyedropper was not long enough to reach far enough into the graduated cylinder, therefore we held the eye dropped ourselves while dropping the liquids. For this reason, the shaking of our hand may have affected the results of our data. 4 2. To prevent liquids from splashing onto the sides of the graduated cylinder, we decided to make every drop 1 cm above the liquid inside the cylinder. This would prevent each drop from making the water splash too much. 3. Since we couldn’t use the ring stand, the drops may have gotten stuck to the sides of the graduated cylinder because we couldn’t guarantee that the eyedropper was held vertically over the water. Even if we did make sure it was vertically straight, our hands might have shook, flinging the drop so that it would hit the side. 4. Water evaporation may have occurred when we were performing the lab, so before recording the data for 10 drops, there may have been a little bit of water that had evaporated so each drop is actually slightly bigger than what we had recorded. 5. We are not 100 percent sure that we counted the correct number of drops because there seems to be a few trials that had an unusually large volume compared to the other trials. This may have also been because the water stuck to the sides of the graduated cylinder came down and added to the volume of one trial. 6. Since the graduated cylinder we used only went up in 0.5ml increments, we had to estimate the 0.01ml values. Our data may be off by 0.01 or 0.02ml (thus a + 0.02ml error). 7. Atmospheric pressure affects the results slightly. This is something we cannot control, however we did the entire in a short period of time, so the atmospheric pressure should have been somewhat the same during that period of time. 8. We couldn’t make sure that NO heat would be lost or gained when we took the cold water from out of the fridge or when we took it out of the microwave. We insulated the water with 2 Styrofoam cups, but even that couldn’t make sure that no heat would be gained or lost. Also, water would lose or gain heat as we are dropping each drop, or when it is sitting in the graduated cylinder, waiting to be measured and recorded. For this reason, each drop may be a little bigger or smaller in volume than our recorded values. 9. We tried to control the saltiness of the salt water by making it saturated salt water. To do this, we put much more salt than is needed to saturate the water, into the container. We stirred until no more salt was dissolved, or so it seemed. We couldn’t be absolutely sure that the water was saturated because maybe the salt was just dissolving more slowly, but it was still being dissolved. 10. When we were heating up the water inside salt water, we still had a little bit of salt left on the bottom.. This may have caused a problem because when we wanted saturated water, we wanted it saturated at 0.5 degrees. After we heat the salt water, it wouldn’t be saturated anymore, so more salt would be able to be dissolved into the solution. This means that the salt water after getting heated was slightly saltier than before it was heated.

Filial Piety’s Role in Ancient China Essay - 2270 Words

In the 18th century, China was influenced by various teachings of philosophers and beliefs that the society had placed emphasis on. Filial piety (xiao) was a major practice around this period when it was strongly carried inside and outside the household. Filial piety is not only the guiding principle of Chinese ethics but it also played an affirmative role in determining the Chinese lifestyle; it was practiced daily in the family and in other areas such as education, religion and government. It was the central root of Chinese morals and the society was constructed upon the principles of xiao, which certainly became the premises of Chinese culture and the society. In Confucianism, the approach of respect, fidelity, and care toward one’s†¦show more content†¦But even dogs or horses are given food. If there is no feeling of reverence, wherein lies the difference? (Chan Watson, pp. 29)†. The quotation by Confucius defines the practice of filial piety by contrasti ng humans with animals, and stating that by providing food or necessities to the parents is not enough, but that there are responsibilities beyond providing necessities. For Confucius, a child giving respect to his parents while they are alive could be done by animals as well, however to be a filial child one must show respect for their parent even after their death. Even as far as the Han dynasty, in which Confucianism was recognized as a state orthodoxy , is also regarded as administrator endorsement of filial piety, thoroughly constructing unfilial behaviour a punishable crime and rewarding acts of filial piety (Chan, Alan Kam-Leung; Tan, Sor-hoon). Han emperors took on xiao as part of their title and filial piety entered more and more regularly into the dynastic histories and other historical works (Chan, Alan Kam-Leung; Tan, Sor-hoon). Filial piety was practiced all the way through the dynasties and especially in this century where many philosophers, including Confucius, focuse d on bringing this practice into society for better development of the families and society. Similar to Confucius, Chu Hsi also emphasized filial piety in his proclamations. Chu Hsi became a successful administrative and supporter of education as a local