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Revision

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* Classification of Law
* – Criminal Law vs Civil Law
* - Private Law vs Public Law
* Sources of Law
* -The Basic Law
* -Common law: Doctrine of binding precedent
* - Rules of equity
* - Legislation
* Court system – Jurisdiction of different courts
* Unethical behaviors: Corruption, Money
Laundering, Terrorist Financing, etc.

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* Offer vs Invitation to treat
* Offer is an expression of somebody’s willingness to
make a contract
* Clear / Certain
* Capable of acceptance (the offeree can accept the
offer without further negotiation)
* An offer is a definite promise or proposal made by
the offeror to the offeree with the intention to be
bound by such promise or proposal without further
negotiation. (Srivastava, 2012)
* Revocation of an offer

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* Acceptance vs counter offer
* An acceptance is a final and unqualified
expression of the offeree’s assent to the terms
of the offer.
* It can be made in writing, orally, or by
conduct.
* Postal Rule
* Acceptance by email
* (s19 Electronics Transaction Ordinance –
designated information system)

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* Consideration cannot be in the past;
* Consideration must be sufficient but need not
be adequate;
* Consideration must be real or genuine;
* Consideration must move from the promisee;
* Consideration must be legal;
* Consideration is not required for a contract
under seal (i.e. a Deed).

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* Express terms
* Terms expressly agreed, whether in writing or
verbally
* Implied terms
* Terms implied by trade usage or custom
* Terms implied by intention of the parties or
business efficacy
* Terms implied by legislation
* E.g. Sale of Goods Ordinance

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* Conditions – major terms
* Breach of which will entitle the innocent party to
repudiate the contract and claim damages
* Warranties – less important terms
* Breach of which will only give the innocent party
to claim damages
* Innominate terms – not to classify terms when the
contract is formed, but when a breach is taken
place

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* - to exclude or reduce the liability of the
parties.
* Control of exemption clauses:
* - common law control; &
* - statutory control, i.e. Control of Exemption
Clauses Ordinance.

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* Void Contract vs Voidable Contract
* Misrepresentation – voidable
* Mistake - void
* Duress - voidable
* Undue influence - voidable
* Illegality – void or unenforceable

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*The Plaintiff must establish:
*It is a statement of fact;
*The statement is false;
*The statement is material to the
contract;
*The statement induced the representee
to enter into the contract;

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* Discharge: The contract comes to an end, and the
parties are released from any further obligations
under the contract.

* Ways that a contract may be discharged:

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* Damages
* The common form of remedy under contract law
* To place the innocent party in the same position as if the
contract had been performed
* The breaching party is not liable for unforeseeable losses
(remoteness of damage)
* Rescission
* Restored the parties to their pre-contractual positions
* Specific performance
* To require actual performance by the breaching party
* Awarded when damages cannot be adequate compensation
* Injunction: an order to restrain a person from doing
something.

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* there occurs a supervening (i.e. unexpected) event;
* The event must occur between the formation of the
contract and the date fixed for its performance;
* The event must cause a fundamental or radical change to
the nature of the contractual rights and obligations;
* The court will not frustrate a contract if it only becomes
more difficult or more costly to perform.
* neither party should be the responsible for the event;
* The event must be such that it was not contemplated by
the parties when they entered the contract; it follows,
therefore, that there must be no provision in the contract
designed to deal with it; and
* it must be unjust to hold the parties to the contract as
agreed upon.

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*
* Law Amendment and Reform (Consolidation)
Ordinance, s.16-s.18
* all moneys still owed under the contract cease to
be payable;
* moneys already paid under the contract are
recoverable;
* expenses incurred before the frustration are
recoverable provided they do not exceed the
amount paid or payable at the time of the
frustrating event; and
* a party who receives any valuable benefit before
the frustration can be ordered to pay a
reasonable amount to the other party.

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* Right to sell (s.14)
* Correspondence with description (s.15)
* Merchantable quality (s.16(2))
* Fitness for purpose (s.16(3))
* Correspondence with sample quality (s.17)

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* Duty of care – Neighbor Test
* Breach of duty of care – Reasonable Man Test
* Foreseeability of harm;
* Potential seriousness of harm;
* Difficulty of avoiding the risk;
* Practicability of taking precautions;
* Common practice.
* Loss/injury: Causation and remoteness
* Contributory negligence

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 * The employer’s right or power to select and dismiss the
employee
* The employer’s duty or liability to pay whether fixed or
periodical wage
* Work to be performed by the employee, even partly
* Work to be performed at the employer’s premises and at
times determined by the employer
* The employer’s duty to provide tools, equipment, etc
* Not an independent business carried on by the employee
* The use of oral or written words while forming the contract
of employment

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* Partnerships:
* ‘A partnership is the relation which subsists
between persons carrying on business in common
with a view of profit.’ – s. 3(1)
* Companies:
* Separate legal entity
* limited liability of shareholders
* The theory of separation of ownership and
management
* Perpetual succession

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* Adv.
* Limited liability
* Ability to raise finance
* Perpetual succession
* Transfer of ownership
* Disadv.
* Formation and maintenance cost
* Tax

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