Answer 2 questions. Each question carries equal weight.

Candidates will be supplied with extracts from the Partnership Act 1890, the Companies Act 2006 and the Insolvency Act 1986 which are attached to this examination paper.

Candidates are permitted to include alternative legislation and sections in their answers as they see fit. No other materials are permitted in the examination room.

1. The existence of a valid partnership is determined by statute. Taking into consideration the Partnership Act 1890 and relevant case law, critically discuss:

1. The key elements of a valid partnership.
2. The different types of partners that may exist in an ordinary partnership.

2. James is a director in Nunu Ltd. NunuLtdis a company that sells leather shoes and travelling bags. James has recently come across a business opportunity while on holiday in Malaysia. The business opportunity involves the manufacture of leather purses. James feels that the opportunity is not something the board of directors at NunuLtd will be interested in, so he decides to keep it to himself. Also, Nunu Ltd is about to open a new store in Coventry city centre. They are looking to lease a property which coincidentally belongs to Ali who is James brother-in-law. Ali has offered James a 10% commission if Nunu Ltd leases his property. The rest of the board of directors are unaware of this fact. James has decided not to inform them.

Taking into consideration relevant provisions of the Companies Act 2006 and case law, advice James on any potential breaches of his duties as a director as well as the consequences of any breach.