Management. In each case, choose the correct word or phrase to complete them.

1. The constitution of a company comprises / consists / contains of two documents.

2. The memorandum of association states / provides for / sets up the objects of the company and details its authorised capital.

3. The articles of association contain arguments / provisions / directives for the internal management of a company.

4. The company is governed by the board of directors, whilst the day-to-day management is delegated upon / to / for the managing director.

5. In some companies, the articles of association make / give / allow provision for rotation of directors, whereby only a certain portion of the board must retire and present itself for re-election before the AGM.

6. Many small shareholders do not bother to attend shareholders’ meetings and will often receive proxy circulars from the board, seeking authorisation to vote on the basis of / in respect of / on behalf of the shareholder.

Vocabulary: prepositional phrases The following prepositional phrases, which are common in legal texts, can all be found in Reading 3. Match the prepositional phrases (1–4) with their definitions (a–d).

1 in terms of		a 1) for the purpose of; 2) by the route through
2 in the course of		b as an answer to; in reply to
3 by way of		c 1) with respect or relation to; 2) as indicated by
4 in response to		d while, during

Vocabulary: prepositional phrases. Complete these sentences using the prepositional phrase from Exercise 4 that best fits in each. For some of the sentences, there is more than one correct answer.

1... In the course of..................... choosing the name of the company, a number of matters

must be considered.

2 Confidential information acquired................................................... one’s directorship shall not be used for personal advantage.

3 I would advise that members of your project group formalise your relationship................................................... a partnership agreement, incorporation or limited liability company.

4 This form of corporation is often considered to be the most flexible body

................................................... corporate structure.

5 Our company formations expert is unable to provide advice

................................................... your query as there are a number of factors which need to be taken into account which do not relate directly to his area of expertise.

6 The relationship between management and boards of directors at US multinational companies has been changed dramatically through a series of corporate governance initiatives begun................................................... corporate scandals, the Sarbanes-Oxley Act and other requirements.

7 Shareholders and other investors in corporations tend to view corporate

governance................................................... the corporation’s increasing value over time.

8 Regular and extraordinary board meetings may be held by telephone, videotelephone

and................................................... written resolutions.

9................................................... the articles of association, the board has the power to appoint board committees and to delegate powers to such board committees.

Verb–noun collocations.

Match each verb (1–5) with the noun it collocates with (a–e). If you have difficulty matching them, the collocations can be found in Reading 4.

1 violate a affairs

2 call b representation

3 overturn c a meeting

4 gain d a decision

5 conduct e a law

Collocations with file.

Decide which of the following words and phrases can go with the verb to file.

Youmay need to consult a dictionary.

an action an AGM an appeal an amendment a breach a brief

charges a claim a complaint a debt a defence a dispute

a document a fee an injunction a motion provisions a suit