For there to be a binding contract there must be :

• an offer ,acceptance, consideration and intention to create a legal relation
• From the scenario, the advert in the newspaper amounted to an offer-
• The purchase of the balm and its applications amounted to acceptance.
• The response to the adverts itself is the consideration that has been provided-
• The deposit of the money at the bank constitute an intention to create legal relation.-
• The company is therefore liable to Madam Akua Mansah-

• In every contract the parties must have capacity in the sense that they must be adults and of sound mind.-
• In the scenario above Madam Akua Mansah’s daughter is said to be 14 years of age.
• By law she is a minor and can therefore not sued or be sued –
• She therefore lacks capacity to sue the company.-
• There is no privity of contract

A condition creates the fundamental obligations of the contracting parties. Breach of a fundamental obligation-ie, a condition-by one party entitles the other party to repudiate. Or a condition is vital term of a contract, going to the root of the contract, a breach of which entitles the injured party either to treat the contract as repudiated and terminate performance of the contract and claim damages for the termination or to affirm the contract and claim damages.
Fundamental obligation/root of the contract attracts- 1 ½ Marks
Repudiate/terminate performance and claim damages – 1 ½ Marks

A warranty is a minor term. A breach of warranty entitles the other party to damages only. A warranty is not a vital term in a contract, but one which is subsidiary, a breach of which gives no right to treat the contract as terminated but only an action for damages.
Minor term /not a vital term/subsidiary –    (1 ½ Marks)
No right treat contract as terminated but only an action for damages-    (1 ½ Marks)

• It must be incorporated into the contract and not added after the contract is complete.
• The customer must have adequate knowledge of the clause.
• In the present scenario the contract was concluded before the exclusion clause was brought to Kofi’s notice.

• Right to own property
• Interference with the privacy of her home 2 ½ marks for
• Interference with possession of Property

• The common law popularly so called is the laws that were received from the English Law
• Rules of equity, good conscience
• Customary law that have been assimilated

• Provide work and appropriate raw materials, machinery, equipment and tools;
• Pay the agreed remuneration at the time and place agreed on in the contract of employment or collective agreement or by custom without any deduction except deduction permitted by law or agreed between the employer and the worker;
• Take all practicable steps to ensure that he worker is free from risk of personal injury or damage to his or her health during and in the course of the worker’s employment or while lawfully on the employer’s premises;
• Develop the human resources by way of training and retraining of the workers;
• Provide and ensure the operation of an adequate procedure for discipline of the workers;
• Furnish the worker with a copy of the worker’s contract of employment;
• Keep open the channels of communication with the workers; and
• Protect the interests of the workers.

• Work under satisfactory, safe and healthy conditions;
• Receive equal pay for equal work without distinction of any kind;
• Have rest, leisure and reasonable limitation of working hours and period of holidays with pay as well as remuneration of public holidays;
• Form or join a trade union;
• Be trained and retrained for the development of his or her skills
• Receive information relevant to his or her wor

• Work conscientiously in the lawfully chosen occupation.
• Report for work regularly and punctually.
• Enhance productivity.
• Exercise due care in the execution of assigned work.
• Obey lawful instructions regarding the organization and executions of his or her work.
• Take all reasonable care for the safety and health of fellow workers.
• Protect the interests of the employer
• Take proper care for the property of the employer entrusted to the worker or under the immediate control of the worker.

• Leadership
• Transparency
• Capability
• Accountability
• Compliance
• Sustainability
• Integrity.

• The firm of auditors are to provide independent professional inquiry into financial matters of a company and to ascertain whether the financial records generated by management, and the financial statements prepared by the directors, disclose the true state of affairs of the company.
• That every audit report of a company has the membership of the company, as its primary audience, and, therefore, the auditors owe some duty of care to the members of the company.
• Capare Industries Co, Ltd, is a shareholder in the Logotex Co. Ltd, and had made a bid to take over the company.
• The firm of auditors, as professionals, are duty bound to be a candid and maintain high standards in its financial investigations into the activities of Logotex Co. Ltd, else it could be liable for professional negligence.
• Capare Industries Co. Ltd , acted on the wrong report submitted by the firm of auditors, and for which reason Capare Industries Co Ltd could take action against the firm of auditors for damages for professional negligence .

Professional negligence has to do with a situation where someone or a group of people professing to have special skills and training, applies the skills for the assistance of another person who relies on such skill or skills to act, a resulting in a financial loss. The person or group of persons must exhibit the degree of skill which a member of the public would expect from a person in his or her position. The person or group of persons with the special skill or skills, owes a duty of care not only to his client, but also to all those whom he/it knows will rely on their statements, information and advice, in a transaction for which the statements, information or advice are provided.
Practitioners of professions such as lawyers, accountants and auditors, valuers and surveyors, medical doctors make statements, provide information and give advice, that are relied upon by their clients, and that where the reliance on advice of these practitioners occasion financial loss, they could be sued for professional negligence, because they owe their clients a duty of care. These practitioners are supposed to render their respective professional services with the skill, prudence and diligence by reason of the duty of care owed their clients.

• A member of a company with shares is liable, prior to the dissolution of the company, to contribute the balance, if any, of the amount payable in respect of shares held by him or her in accordance with the terms of the agreement under which the shares were issued and acquired, or in accordance with a call validly made by the company in accordance with the company’s regulations.
• Where any contribution has become due and payable or where under the terms of any agreement with the company, a member has undertaken personal liability to make future payment in respect of shares issued to him/her.

• The number and class of shares held by the shareholder and the definitive numbers thereof, if any.
• The amount paid on such shares and the amount, if any, remaining unpaid.
• The name and address of the registered holder.

• Alter the number of its shares or the amount remaining payable thereon, except under certain conditions.
• Release any shareholder or former shareholders from any liability on the shares.
• Provide any financial assistance, directly or indirectly for the subscription or purchase of its shares, or the shares, of its holding company.
• Acquire by way of purchase or otherwise, directly or through nominees, any of its issued shares or any shares of its holding company.

• The purported alteration or release become void and renders every officer of the company who is in default liable to a fine not exceeding one hundred Ghana cedis (GH¢ 100.00). 2 marks.
• As regards a breach involving provision of financial assistance and acquisition by way of a purchase or otherwise, the transaction becomes voidable by the company and any payment made by the company in respect thereof becomes immediately repayable with interest at the rate of 5% per annum or such higher rate as the court may deem fit to order.

See Section 39(7) of the Incorporated Private Partnership Act, 1962., Act 152

• Upon the retirement of a partner, certain steps should be taken
  The remaining partners must in accordance with Section 7 of the Act, within 28 days of the retirement, notify the Registrar of Companies of the fact.
• The Registrar in turn is bound upon such notification to amend the certificate of registration of the company and insert a notice in the Gazette signifying the change.
• The partners who remained after the letter of 18th February, 2014 did nothing about the letter.
• As a result the original certificate of Registration with the names of all the original four(4) partners remain unaltered
• That all the other partners seemed to have agreed that the letter of 18th February 2014, whether it constituted notice to the partners or not, should be ignored.
• The conduct of the partners, after the letter of 18th February 2014, overwhelmingly favours the view that the letter was treated by consent of all of them as of no effect.
• That Mr. Kofi Nti and Mrs Obeng remained partners of Partnership after 18th February 2014, because the rest of the other partners did not comply with the statutory requirements of Section 39 (7) of the Incorporated Private Partnership, Act, 1962 (Act 152).

• All partners shall be entitled to share equally in the capital and profits of the firm and shall contribute equally towards the losses sustained by the firm.
• The firm shall indemnify every partner in respect of payments made and personal liabilities incurred by him in the ordinary and proper conduct of the business of the firm or in or about anything necessarily done for the preservation of the business or property of the firm.
• Any actual payment or advance beyond the amount of capital which he has agreed to subscribe shall be entitled to interest at the rate of five per centum per annum from the date of payment of advance.
• Even though a partnership agreement may make provision for the payment of interest on capital subscribed by a partner, such a partner shall not be entitled to payment of such interest before the ascertainment of the profit of the firm.
• Every partner may take part in the management of the business of the firm
• No partner shall be entitled to remuneration for acting in the firm’s business.
• No person shall be introduced as a partner without his consent and the consent of all the existing partners.
• Ordinary matters connected with the firm’s business may be decided by a majority of the partners.
• No change may be in the nature of the firm’s business without the consent of all the existing partners.
• The partnership books and accounts shall be kept at the place of business of the firm or the principal place of business if there is more than one.                                                                                                                                            (Any 5 points)