Problem: Law of Associations
Company Buy-backs
Classical company law takes the position that prima facie a company cannot return capital to members during the life of the company. One outworking of this idea is the prohibition on buy-backs. A company cannot buy-back its own shares. As always, rules have exceptions or qualifications. Thus the prohibition on buy-backs was always subject to an exception in relation to redeemable preference shares. The position under the old Cos Act 1983 was the classical position: no buy-backs with an exception for redeemable preference shares. Things are different under the new Cos Act 2015. Part 18 Div 1 and Div 3 contains the new law. Some people like the change. Some people don't.
The write-up paper on buy-backs is to be in three parts as follows:
Part 1: The law on buy-backs.
Under this part outline the old law (the classic rules) and the new law in the Cos Act 2015.
Part 2: Buy-back activity in other jurisdictions.
Under this part provide a brief report on instances of buy-back activity in other jurisdictions. You could outline the big picture or you could focus on a particular co or cos and their buy-back activities. As a starting point I have placed some items from the financial press and from analysts in the folder Buyback Docs. Most of this material concerns listed US cos. You are free to draw on this. You are also free to search up additional material if you choose.
Part 3: Pros and cons of buy-backs: My Opinion
Under this part take a position. This could be outright support of buy-backs, outright opposition, or something more nuanced. You might want to consider the reason/s why management might wish to undertake a buy-back. You might want to consider how cos in Fiji might use the new law. The analysis adopted could be legal or economic as you choose. At the end of the day I want you to evidence that you have really thought about and engaged the topic.