Mr. Johnnie B. Good has a furniture business which he operates as a sole proprietor. The business has been doing well for several years and now he wants to finance the expansion of his business by way of a loan and he is thinking of approaching BCN Bank accordingly. He is also planning to buy a great deal of raw material on credit from Miller’s Hardware in support of the business expansion. Mr. Good in looking at the potential risks to his personal assets and in an effort to safeguard himself from losing his personal assets if the business failed and was not able to repay the loan or pay for the material he got on credit, filed the relevant documents with the companies office and incorporated a private company, Good Furniture Ltd, with him as the sole shareholder and director and then went ahead and obtained a loan in the company’s name from the bank and bought the raw material on credit on behalf of the company. The bank in providing the loan ensured that Mr. Good signed a personal guarantee for the entire loan amount. Shortly after receiving the loan and the material on credit, the business faced severe competition from other furniture stores who imported much cheaper furniture and so the business failed and had no business assets to cover the loan or to pay for the material taken on credit. BCN Bank and Miller’s Hardware both sue to recover their respective amounts and each is seeking to get a court order to have Mr. Good sell his personal assets to meet the obligations of Good Furniture Ltd. Both Claimants are contending that the ‘one man’ company is merely a shield to what is in essence a sole proprietorship business. Using case law and statute, advise Mr. Good as to the likelihood of success of: A) Miller’s Hardware B) BCN Bank
Mr. Johnnie B. Good has a furniture business which he operates as a sole proprietor. The business has been doing well for several years and now he wants to finance the expansion of his business by way of a loan and he is thinking of approaching BCN Bank accordingly. He is also planning to buy a great deal of raw material on credit from Miller’s Hardware in support of the business expansion. Mr. Good in looking at the potential risks to his personal assets and in an effort to safeguard himself from losing his personal assets if the business failed and was not able to repay the loan or pay for the material he got on credit, filed the relevant documents with the companies office and incorporated a private company, Good Furniture Ltd, with him as the sole shareholder and director and then went ahead and obtained a loan in the company’s name from the bank and bought the raw material on credit on behalf of the company. The bank in providing the loan ensured that Mr. Good signed a personal guarantee for the entire loan amount.
Shortly after receiving the loan and the material on credit, the business faced severe competition from other furniture stores who imported much cheaper furniture and so the business failed and had no business assets to cover the loan or to pay for the material taken on credit.
BCN Bank and Miller’s Hardware both sue to recover their respective amounts and each is seeking to get a court order to have Mr. Good sell his personal assets to meet the obligations of Good Furniture Ltd. Both Claimants are contending that the ‘one man’ company is merely a shield to what is in essence a sole proprietorship business.
Using case law and statute, advise Mr. Good as to the likelihood of success of:
A) Miller’s Hardware
B) BCN Bank
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