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CIMA BA4 Exam Syllabus Topics:

CIMA Fundamentals of Ethics - Corporate Governance and Business Law Sample Questions:

1. R, S and T are the only shareholders in RST Ltd each holding 5,000 ordinary £1 shares. R is the only director of the company. The articles of association of RST contain the following provisions:
1. R is to be a director of RST Ltd for life.
2. In the event of any resolution to dismiss R by ordinary resolution his votes shall count three times.
Which of the following is CORRECT?
(i) Provision 1 is void as a director cannot be appointed for a period exceeding 3 years.
(ii) Provision 2 is valid and R may outvote any proposed resolution to dismiss him.
(iii) Provisions 1 and 2 are both unenforceable by R as they are not ordinary membership rights.

A) (iii) only
B) (i) only
C) (i) and (iii) only
D) (ii) only

2. Mr X's wife is gravely ill. He accepts money from a client to falsify some accounts. The client is a contractor, being paid by the Government to build a bridge over a river. The accounts now state that more expensive materials were used to build the bridge. The money helps Mr X pay for his wife's medical treatment. Is this an example of a 'victimless crime'?

A) Yes. Mr X has a duty to do as his client asked
B) No. The contractor is being paid to build a bridge with tax payers' money. If it is built with poor quality materials it may collapse, wasting money, and potentially causing an accident
C) Yes. Mr X used the money to get help for his wife. The bridge was built anyway
D) Yes. Mr X needed the money to help his wife - family is more important

3. Members of private companies often enter into so-called "shareholder agreements". Which of the following elements of a shareholder agreement are NOT true of articles of association?
(i) A shareholder agreement is a private document not open to public inspection.
(ii) All the provisions of a shareholder agreement have contractual force.
(iii) The terms of a shareholder agreement can only be amended by unanimous consent and not by majority agreement.

A) (i) only
B) (i), (ii) and (iii)
C) (ii) and (iii) only
D) (ii) only

4. Which of the following is correct?
(i) The provisions of the Memorandum of Association do not form a contract between the members and the company.
(ii) The provisions of the Articles of Association form a contract between the members and the company.
(iii) One member may sue another directly on the provisions in the Articles of Association which contain ordinary membership rights.

A) (i) and (ii) only
B) (i) only
C) (ii) and (iii) only
D) (ii) only

5. Listed companies must comply with the Corporate Governance Code If they do not, which of the following penalties will apply?

A) Civil penalty
B) No formal penalty
C) Penalty under the Corporate Governance Code
D) Criminal penalty

Solutions: