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Apr 10, 2023

Module code and title: BM537 Corporate and Business Law
Assessment weighting: 50%
Assignment task
Assignment Question – Problem Based Client Advice
Briony, Naj and Leo are the directors of BNL Co Ltd, an award-winning garden design and landscaping business. Naj is the managing director. Naj, has entered into a contract on behalf of BNL to re-design, and landscape, the gardens at the Simmonds Science Museum. The museum has been keen to recruit a prestigious company to carry out this work for a long time, and offers Naj a personal commission for securing the contract. Naj accepts this
but does not disclose it.
BM537 Corporate And Business Law Assignment-Bucks New University U

Leo has been asked by Naj to purchase another 3 fork lift trucks. Unknown to Naj and Briony, Leo runs a company, jointly with his sister Joanna, that sells building equipment. He gives the BNL contract to their company, without disclosing this to Naj and Briony, the other directors.

Briony, the finance director of BNL, has recently been taking many decisions without consulting her fellow directors, Naj and Leo. It has recently come to light that some of these were badly made and have resulted in a loss of profits to the company. When her actions are questioned by the board of directors at BNL. Briony informs that she that she rarely attends board meetings, and therefore it was the lack of information that led to her erroneous decisions.

With reference to relevant company law and statute, and supporting case authority, you are asked to advise the parties as to any liability they may each owe BNL, as a result of their individual actions, and any sanctions that may be taken against them by BNL Co Ltd:

a) Advice to Naj in relation to the non-disclosure of the commission received from the Simmonds Science Museum;
b) Advice to Leo relation to the non-disclosure of a directors personal interest in a company contracting to sell the goods to BNL;
c) Advice to Briony in regard to her non consultation of the other directors and errors in her decision-making

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