Business Law Legal Environment

Question: Discuss about the Business Law for Legal Environment. Answer: Introduction: In the contemporary world, particularly in all the countries that have a stable government and guided by the rule of law, business operations are regulated by various statutory provisions (Lampe, 2006; Cheeseman, 2007). In Singapore, for example, companies are mainly governed by the Companies Act (Han, 2016). Nonetheless, it is important to note in some cases, specific types of companies are regulated by both the Companies Act and some other laws. For instance, apart from the requirement to comply with the Companies Act, banks and insurance companies have a legal obligation to comply with the provisions of the Banking Act and the Insurance Act respectively. Moreover, limited liability partnerships, although recognized as body corporates, are regulated by the Limited Liability Partnership Act. Han (2016) also points out that besides meeting the requirements stipulated under the Companies Act, corporates are also required to comply with particular provisions found in other laws such as the Securities and Futures Act. Furthermore, the legal provisions that regulate the activities of businesses in Singapore are complemented by the Common Law. Subsequently, in one way or another, the law affects a business from the point of its inception to dissolution, thereby performing several key functions. First, the law facilitates businesses to acquire a legal status for purposes of creating legal persons that can sue and be sued (Lee Chen, 2016). In Section 17(3) of the Companies Act, an enterprise or business entity that has a membership exceeding 20 is required to be incorporated as a company (Hans, 2016). Accordingly, this enables the business to enter into contracts and act in its individual capacity when carrying out its operations. Second, business law operates to protect the rights of consumers (Wee Cheong, 2013). Accordingly, the law offers the general guiding principles for business operations, thereby making it mandatory for businesses to apply ethics and good pr actices when dealing with their customers. Consequently, this ensures that the customers are satisfied and at the same time, have their rights protected. Finally, the law provides a mechanism through which the various interests of the different stakeholders in the business are protected (Lee Chen, 2016). For example, to protect creditors of a business, business law provides a precise liquidation or winding up procedure (Hans, 2016). Consequently, financial institutions that provide credit services to business are cushioned from the possibility of losing their funds in the event a business or company is wound up. An effective arbitration clause contains four essential elements (Eisenberg, Miller Sherwin, 2007; Friedland, 2007). The first element, which incidentally is typical to all forms of agreements, is to produce compulsory consequences for the subject parties. According to Friedland (2007), the significance of this element is that it compels the parties to act in a certain positive manner so as to avoid a specified sanction. The second element is that which excludes the intervention of the state courts in case a dispute arises, at least prior to the issuance of the award. Ideally, this element is important in that it allows the parties to exhaust all the appropriate non-judicial mechanisms before considering or seeking judicial intervention which in many instances is a lengthy and expensive process (Eisenberg et al., 2007). The third key element in an arbitration clause is to accord arbitrators the power to resolve the potential disputes between the parties. Eisenberg et al. (2007) expl icate that this feature is critical because it empowers the arbitrators to make binding decisions that would help resolve the dispute in question. The final important feature in an arbitration clause is to allow the putting in place of a mechanism resulting under the ideal conditions of rapidity and efficiency to the issuance of an award that can be enforced by the courts. Overall, this feature is important because it expedites the resolution of the conflict and at the same time, it is relatively cheaper than the courts. Incidentally, an example of an arbitration clause provided by Singapore Law Committee (2016) is as hereunder: "Any dispute arising out of or in connection with this contract, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre (SIAC Rules) for the time being in force, which rules are deemed to be incorporated by reference in this clause. The Tribunal shall consist of arbitrator(s) to be appointed by the Chairman of the SIAC. The language of the arbitration shall be . Subsequently, in cases where the parties to a contract decide to resolve their disputes using an arbitration mechanism, there is usually a significant chance that the outcome of the arbitration is a win-win for both parties (Goltsman et al., 2009; Thomas, O'Hara Martin, 2010). A good example of a successful arbitration in real life is one that involved a European software developer and an Asian Company in which there arose a dispute about the performance of the licence agreement (World Intellectual Property Organization, 2016). On prima facie of the factum, it is conclusive that Megastorez.com and Adrian were parties to a contract that is voidable. In a nutshell, a voidable contract is one that is enforceable but which may be rejected or affirmed at the discretion of one of the parties (Smith Atiyah, 2006; Anson et al., 2010; Koffman Macdonald, 2010). In the present instance, although Adrian agreed to purchase a laptop under the said terms and conditions, he is not bound to the contract due to lack of mutuality in the contract. Thus, he is capable of repudiating the contract at his discretion and thus, Meegastorez.com is under a legal obligation to deliver to him one silver coloured laptop (Model No. LP100) or alternatively, offer him a full refund. It is imperative to note that for a contract to be enforceable and bind the parties that have contracted, it must contain four essential elements, namely: offer, consideration, acceptance, and mutuality (McKendrick, 2014). In other words, if a contract lacks any of the said elements, such a contract lacks legal enforceability. McKendrick (2014) describes an offer as a promise made by one of the parties in the contract. On the other hand, consideration refers to something of value promised to the offeror in exchange for a particular action or omission. Cartwright (2009) elucidates that a consideration may take the form of a considerable expenditure of effort or money, a promise to deliver some service, or reliance on the promise. According to Chen-Wishart (2012) and Chen-Wishart (2012), it is the element of consideration that differentiates a contract from a gift. In contrast, acceptance takes place when a party responding to an offer agrees to it either by conduct or statement (Koffm an Macdonald, 2010). In general, the acceptance has to reflect the terms provided in the offer. In case the acceptance is different from the terms presented in the offer, then such acceptance is perceived to be counteroffer and a rejection (McKendrick, 2014). The final key element to an enforceable contract is mutuality, that is, the parties have a meeting of the minds so far as the agreement is concerned (Adams Brownsword, 2007). However, it appears from the current situation that Adrian and Megastorez.com were not at ad idem with regard to the sale and purchase of the laptop. Adrian was interested in a particular model of a laptop and his mind was set that once he makes the prescribed payment in accordance with the set terms, Megastorez.com would deliver to him a silver-coloured laptop. Nonetheless, to compensate Adrian, the online store delivered to him a laptop that was of a higher retail price and one that did not match the specifications he had provided. Although Megastorez. com reserves the right to substitute products, the fact that Adrian was not in mutual consent with having his product substituted when making payment makes the contract voidable in its entirety unless he accepts the delivered laptop. In the event that Adrian is unable to resolve the matter with Megastorez.com, he has the option of seeking the intervention of the court or the assistance of the Consumers Association of Singapore (CASE). According to Consumers International (2016), CASE is fully committed to advocating and protecting consumer interests in Singapore through the provision of consumer information and education. Moreover, CASE is keen in ensuring that all the relevant players comply fully with the provisions of the Fair Trading Act and the Consumer Protection (Fair Trading) Act. Thus, CASE would help Adrian appropriately because it has the appropriate resources for the same. In addition, since CASE is a not for profit entity, it would assist Adrian at no charge. It is important to note that a contract can be made orally or in writing (McKendrick, 2014). Thus, in the instant case, Lina has made several pre-contractual statements that are considered to be contractual terms in employment. First, Lina states to Ken that Ken would be working in the routine working hours of 9 am to 5 pm, Monday to Friday. The implication of this is that the company would not be assigning Ken duties and responsibilities over the weekend. Accordingly, Ken would be able to continue with his part-time studies even during weekdays, especially after 5pm. Second, Lina stated to Ken that during the working days, the Companys employees are required to wear corporate uniforms. Ideally, this statement means that since Ken would not be an office staff once hired, he would be required to be dressed in corporate uniform each hour he is on duty. In brief, if and when Ken accepts a job offer from the Company, he must be ready and willing to dress in the accepted company uniform d uring the working hours. It is also implied that if Ken works overtime, that is, past 5 pm on the weekdays and over the weekends if need be, he would be required to wear the corporate uniform. Finally, Lina made statements about Kens remuneration package, including medical benefits and the yearly leave entitled to a Company driver. It can be inferred that if Kens appointment was on a permanent basis, Lina must have mentioned to him prospective basic and gross salary he would earn at the end of the month when discussing about his remuneration package. However, if Kens appointment was on a casual basis, Lina must have disclosed the amount of wages that would be payable to Ken. Moreover, apart from the salary and wages, Lina must have also informed Ken other rewards that would accrue to his remuneration, for example meals or milk, electricity or gas, accommodation, and mobile phone for communication purpose. Regardless of the nature of the employment contract, whether written or oral, the Singaporean courts would always imply that such a contract has a provision for fair dismissal of the employee. In other words, the courts assume that even if it is not documented or mentioned at the time of entering into the contract, an employment contract has a mechanism through which an employer can dismiss an employee from work. It is now a legal fact that individuals earning a basic pay of not more than $4,500 are currently secured under the Employment Act and may seek for review against wrongful and unjustifiable dismissal by their employers with the Ministry of Manpower. The treatment of this category of workers would now be very like the majority representatives who are secured under the Employment Act. This is not withstanding that there is likewise another classification of custom-based law worker in which human resource professionals would comparably need to oversee as though they are wrongfu lly and unreasonably dismissed, the plan of action is through the common courts. In perspective of the above, there are fundamentally three classifications of employees in Singapore. The treatment of rejecting either by notification or without notification for the three classifications of workers contrast significantly. Managers ought to utilize reasonable techniques while dismissing their employees because supplanting them is costly and claims for illegal dismissal can be exorbitant and tedious to the Company. Incidentally, the court is always focused on promoting justice and fairness and consequently, if it establishes that an employ was dismissed in an unfair manner that cannot be deemed to be reasonable, it would be inclined to issue a judgment that would be in favour to the subject employee. Overall, despite the absence of a term that describes the procedure or manner an employee would be terminated from work, the courts always imply that there is always such a term in the employment contracts and that such terms are consistent with the principles of administrative active, which include the employ being notified of the intention to terminate their services. More importantly, such notices must have justifiable reasons for reaching that decision and simultaneously, the employee must be accorded a n opportunity to be heard so far as such notice is concerned. There are instances in which employees have invoked this implied term in court. For example in Chan Miu Yin v Philip Morris Singapore Pte Ltd [2011]SGHC161, the plaintiff argued that there is an implied term of employment contract that a worker cannot be dismissed unfairly or without due diligence (Wong, 2013). Although the court agreed with this submission, it dismissed the application because the merits of the case could not satisfy a ruling in his favour. References Adams, J. N., Brownsword, R. (2007). Understanding contract law. London, UK: Sweet Maxwell. Anson, W. R., Beatson, J., Burrows, A. S., Cartwright, J. (2010). Anson's law of contract. London, UK: Oxford University Press. Cartwright, J. (2009). The English Law of Contract: Time for Review?. European Review of Private Law, 17(2), 155-175. Cheeseman, H. R. (2007). Business law: Legal environment, online commerce, business ethics, and international issues. Upper Sadle River, NJ: Prentice Hall. Chen-Wishart, M. (2012). Contract law. Oxford, UK: Oxford University Press. Consumers International (2016). 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