Advantages Like Aussieair Their Employees Essay

Question:

Discuss About The Advantages Like Aussieair Their Employees?

Answer:

Introduction

The purpose of this paper is to analyze the legal position of the parties in relation to contract law. A contract is a legally binding agreement between more than one parties. To make it simple if two parties get into a contract in an appropriate manner the parties cannot deny to give effect to its terms as they are legally obligated to do so. A contact which has been entered upon can be varied only by the consent of both the parties to the contract and not just one party. In relation to the case study the paper identifies the issue, than analyzes the relevant laws in relation to the issue, the laws are then applied to the facts of the case so that an appropriate conclusion is determined.

As per the case study, would Aussieair is being made liable for any offences where the employees has complaint that they are not getting the equal salary of PNGair and other advantages like the Aussieair to their employees?

Rules

As per the cases study, the issue has been arises when the directors of the Aussieair has been found that they are not able to getting their salary according to their payment. The Aussieair has form a new company named PNGair wehre they have appointed the same employees from the Aussieair with more benefits and salary packages. The Aussieair pilots and employees salary has been reduced by 25% which educe the salary amount where the pilots and senior managers were paid in full salaries along their redundancy entitlements. Now according to the sec- 184(1) of Corporation Act 2001 the directors of the pilots and senior managers were paid in full salaries along their redundancy entitlements has breaches their duties and failed to exercise according to the constitution of the corporation.

The section 135 of the Corporation Act stated the divisible rules of the companies where the Corporation only has their own constitution which can be used as the replaceable the rules and able to registered according to the provisions the section 136 stated the constitution of the company and the Section 8 of the Corporation Act employees in this section where a corporation is allowed to adopt a constitution from the other registration companies according to the mutual agreement of the member of the company where the constitution helps to provide search Court order. The section 140 of Corporation Act 2011 establishes the legislations where it affect the constitution and replaceable rules by the companies according to this section the company’s constitution and replaceable rules both are perform their duties. If the members of the corporation not agree with the replaceable rules then there are some other provisions under the Corporation Act to modify the constitution. According to the case study the Aussie here company has introduce a new company where they replace the rules by reducing salary where the remuneration amounts also not provided to the Employees.

Here the section 141 of Corporation Act stated the legislation of the consequences of breach section 140 of Corporation Act. It is also important to mention that the company has no right to force any of the members for following the constitutional provisions fair. It affect them for the incapacity as being a member of the corporation but the company constitution is set for following by the employees who are the members and when they are related with the Corporation. One of the famous case Hickman v Kent or Romney Marsh Sheep-Breeders’ Association [1915] the court has describe where the corporations must follow the constitution which has been set by the authority. One of the important facts has been highlighted where the proper interpretation of the company’s articles where they mentioned above to follow the company’s constitution according to the proper terms and conditions and therefore the High Court has ordered for an injunction settlement due to the incorporation by the members of that company.


The section 254B of the Corporation Act has define the legislation of the terms of shares the section 254C legislate the no par value shares and the section 254W has provided the rights of dividend to the shareholders. In the case of Wambo Coal Pty Ltd v Sumiseki Materials Co Ltd [2014] the court has found that the shareholders has claim their dividend amount from the corporation where they have been faced with various difficulty in the payment of dividend amount.

Now according to the case study the company has reduced the salary of 25% where is the new employed company has getting some same amount of salary therefore the board of directors is joining in the cost cutting exercise and the enforced redundancy but they get the substantial remuneration increases and share bonus (Alstads?ter, Jacob and Michaely 2017).

Now it is important to hold an Annual General Meeting for the board members of the company and the shareholders can participate for making the Decision Process regarding the share amount or dividend amount or any other issues. According to the case study it has been also found that boards of directors are getting their salary where the company also included the dividend payment. Therefore the shareholders and other members who are applicable for getting the dividend amount it must be distributed to them also. In a case of Australian Strong v Brough & Son the court has found the directors have exercised their powers in the Annual General Meeting while they are under the decision making process. In another case Automatic Self-Cleansing Filter Syndicate Co v Cuninghame the shareholders has override the management decisions to get their share amounts and claim in the Annual General Meeting. John Shaw & Sons (Salford) Ltd v Shaw is the same case of shares where the dividend amount has not paid to the shareholders (Alstads?ter, Jacob and Michaely 2017). Therefore, it is important that the shareholders and the other members who are the actual claimant for the dividend amount must paid by the board of the Corporation. In some cases it has been also found that the corporations has used the corporate veil which helps them to make the decision which is applicable for the company and law full and also provides the rights and liabilities towards the shareholder (Ba?os-Caballero, Garc?a-Teruel and Mart?nez-Solano 2014). It not only applicable for the population but also its applicable according to the separate legal entity where it provides to the shareholders depth amount which will be became beneficiary through the separate legal system most of the time the limited liability company only able to apply for such separate legal entity.

Application

Aussieair is a company which provides services on the Charter flights for the military and the department of immigration of Australia. However they have recently applied for the commercial license which full for the general public where they could use the navigation system as their personal needed. Recently they register for a new company named PNGair where they have appointed 6 directors which three of them from the Aussieair and other 3 of them have newly appointed. The new company PNGair and their employees are following the guidelines of the Aussieair where they have new account details. Therefore now the pilots and senior managers when offered new jobs in PNGair along with the new salary where they have found it is less than 25% rather than the old company.

Therefore Pilots and senior managers have made the claimant about the redundant of their salary where they are not getting the equal amount of salary along with the new company employment. Therefore the fact has been stated that Aussieair has a breach the duty towards their employees. It has been also mentioned that the directors of the board has joined in the cost cutting in exercise and the enforced redundancy. However they get their substantial remuneration and share bonuses. The redundancy is defined the term where the employee has been dismissed from their employment where they have not found to comply fit with the role of employees done by anyone. Therefore according to the term of redundancy it could be not helpful for the employment where it is dismissed employees and continue the performance as long as the position of the former employee can able to occupied and has been eliminated. Therefore there is no existence of the redundancy where a worker is seconded to work for another firm but still employed by the same employer and performs the same duties. In this case the main issue has been found when the new company offering the employment and the constitution has been applied (Ba?os-Caballero, Garc?a-Teruel and Mart?nez-Solano 2014).

According to the 136 of corporation act the constitution of a company provides right where the company or Corporation has a registered their own constitution and rules which must be must be agreed by the member and employees of the corporation. When a company has operated on a particular constitution then the regarding salary and other wages and dividends has been equal to pay according to the company’s rules and regulations. The corporation acts provides in the section 140 the effect of constitution and replaceable rules for the company where was the pilot and senior managers are not happy with the reduction of their salary. Now the directors and the others managers of the board are getting there dividend amount along with the salary. Therefore the employees from Corporation as also make a claim to the dividend amount along with the equal amount of salary (Alstads?ter, Jacob and Michaely 2017).

According to the Corporation Act 2001 which defines that the employees are bound to paid their dividend amount but the dividend amount only paid to them when company will get benefited and after the profit they will pay extra bonuses to the Employees (Ba?os-Caballero, Garc?a-Teruel and Mart?nez-Solano 2014). The Sec- 254A defines the payment of the dividend amount to the shareholders where the directors has the duty to issue bonus, partly paid, preference and redeemable shares to the shareholders (Grinblatt and Titman 2016). The 254B of the Corporation Act defines the terms of the shares and Sec- 254C defines the no par value shares. The Sec- 254W defines the rights of dividend to the shareholders. Therefore according to the case study here, the board of the company has cut on the salary of 25% whereas; the new company employees are getting the same amount of salaries. It has been also found that the board of the directors is joining in the cost-cutting exercise and the enforced redundancy but they get their substantial remuneration increases and share bonuses. Therefore the pilots and other employees are bound to get the salary amount as per the company’s constitution. Here according to the situation the company Aussieair has formed PNG for gaining the profit therefore as per their constitution of providing salaries to the Employees and the Pilots and the general managers they are not following their duties while there is a reduced of salary amount has occur. Therefore the director of board has breaches the duties because they are not following the constitution of the companies. The section 140(1) provide the legislations where a company constitution if breach towards the employers of the company then they can claim for the remedies of the damages because they are not paying them (Ba?os-Caballero, Garc?a-Teruel and Mart?nez-Solano 2014). The PNGair employees has the reduction of their salary before their employment which is less than 20% salary cut as per the salary of Aussieair company here (Alstads?ter, Jacob and Michaely 2017).

Conclusion

Aussieair Ltd has formed a new company for their beneficial purposes. The shareholders of the company along with the other employees are not getting their accordance salary and reduce the amount also. Therefore the corporate veil defines the only exists according to the personal assets of the shareholders then the personal liability will apply for paying the debts to the corporation.

Reference

Alstads?ter, A., Jacob, M. and Michaely, R., 2017. Do dividend taxes affect corporate investment?. Journal of Public Economics, 151, pp.74-83.

Automatic Self-Cleansing Filter Syndicate Co v Cuninghame

Ba?os-Caballero, S., Garc?a-Teruel, P.J. and Mart?nez-Solano, P., 2014. Working capital management, corporate performance, and financial constraints. Journal of Business Research, 67(3), pp.332-338.

Ba?os-Caballero, S., Garc?a-Teruel, P.J. and Mart?nez-Solano, P., 2014. Working capital management, corporate performance, and financial constraints. Journal of Business Research, 67(3), pp.332-338.

Ferran, E. and Ho, L.C., 2014. Principles of corporate finance law. Oxford University Press.

Grinblatt, M. and Titman, S., 2016. Financial markets & corporate strategy.

Hickman v Kent or Romney Marsh Sheep-Breeders’ Association [1915] 1 Ch 88

Hiller, J.S., 2013. The benefit corporation and corporate social responsibility. Journal of Business Ethics, 118(2), pp.287-301.

John Shaw & Sons (Salford) Ltd v Shaw

Knepper, W.E., Bailey, D.A., Bowman, K.B., Eblin, R.L. and Lane, R.S., 2016. Duty of Loyalty (Vol. 1). Liability of Corporate Officers and Directors.

Strong v Brough & Son

Tricker, R.B. and Tricker, R.I., 2015. Corporate governance: Principles, policies, and practices. Oxford University Press, USA.

Wambo Coal Pty Ltd v Sumiseki Materials Co Ltd [2014] NSWCA326

Young, S. and Thyil, V., 2014. Corporate social responsibility and corporate governance: Role of context in international settings. Journal of Business Ethics, 122(1), pp.1-24

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