Company law notes
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Company Law Brief notes
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- LEGAL STRUCTURES FOR BUSINESS PURPOSES OTHER THAN COMPANIES Sole proprietorship
- 1962 Registration of business names act(act 151).
Partnerships Companies that are unlimited by shares Limited liability companies SECTION 1 OF THE FIRST SCHEDULE PROVIDES THE FOLLOWING DEFINITIONS: A company means a body corporate formed and registered under the act or an existing company. “Body corporate” means a corporation formed under the act or otherwise and whether in Ghana or elsewhere but does not include a corporation sole such as an incorporated office. LEGAL STRUCTURES FOR BUSINESS PURPOSES OTHER THAN COMPANIES Sole proprietorship In a sole proprietorship, one typically registers a business and carries on business as the only owner, bearing all the liabilities and debts, if any, of the business venture. If a sole proprietor is carrying on business in his own name it will be unnecessary to register the business but if he’s carrying on business in a name other than his name it will be necessary to do so. A business name may be register by a natural or corporate body. The procedures in registering a business are quite simple. The applicable legislation is the 1962 Registration of business names act(act 151). This act requies tthat all business names are registered other than a business operating under the true name or surname or initials of the proprietor. BARCLAYS BANK OF GHANA LTD v LARTEY FACTS: the defendant was the administrator of estates of one Emmanuel Lartey, who during his lifetime registered a business named, scarts. He borrowed money from the plaintiff bank. He died and his estate was run by the defendant herein. A company scarts ltd was incorporated to takeover and run the business of scarts. Barclays bank wrotre to the defendant to pay off the debt but he declined, arguing that a ompany is a distinct legal personality from Emmanuel lartey and his sacrts. The high corut per wiredu j rejected this argument, saying unlike the act 179, the registration of business names act, was not intended to confer any distinct legal personality on any business name registered under it. Therefore scarts did not enjoy any legal personality distinct from Emmanuel Lartey. I also reject as untenable the submission that scarts enjoyed a perpetual succession under Act 151. BAIDOO v SAM Holding: the goodwill in a business are the assets that can be valued. Therefore unlike a copy right or patent, a registered business name is not a chose in action that can be sold. There was no personal right or property in a mere name that can be purchased. Download 31.01 Kb. Share with your friends:
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