The authorized capital and book value of the assets of Uraltechprom JSC are 100 and 200 million rubles, respectively. Its general director concluded a sale and purchase agreement with Zarya LLC, according to which the machines, equipment and storage facilities belonging to Uraltekhprom JSC were transferred to the latter. The buyer transferred the purchase price to the seller’s bank account - 80 million rubles.
The Dorozhnik cooperative (a shareholder of Uraltechprom), through an arbitration court, demanded that the transaction be declared invalid and that the property transferred under the agreement be returned to the balance sheet of Uraltechprom JSC. He argued that the transaction was completed by the general director of the company in excess of authority, and when transferring the property to the buyer, acts of acceptance and transfer of property and a deed of transfer were not drawn up.
At the hearing, it turned out that after the execution of the contract of sale, the transaction was discussed by the board of directors of the joint-stock company and 75% of its payroll approved it.
Another shareholder of Uraltechprom, LLC Remstroy, challenged in an arbitration court an agreement concluded by the general director of the joint-stock company on the purchase of raw materials for the production of basic products, according to which the buyer paid the supplier 55 million rubles. The reason was also the excess by the general director of the company of his own authority. At a meeting of the board of directors of Uraltechprom JSC, this transaction was not considered.
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