F4（UK）考官总结2010年6月

　　General Comments

　　The performance in this paper was better than in the recent past. As usual，results were mixed but a higher percentage managed to reach the required standard. While many candidates performed well，it still has to be recognised that a significant number of candidates were less well prepared and unfortunately did not meet the satisfactory standard.

　　The structure of the examination paper，as usual，consisted of ten compulsory questions，each carrying 10 marks，although some were subdivided into smaller subsections. The first seven questions were essentially knowledge based，while the latter three were problem-based scenarios requiring both legal analysis and application of the appropriate law. The firsts point to make about the general structure of answers is that it is pleasing to note that the number of candidates who failed to do all or even the majority of questions was considerably down on previous sessions. Although there were a sizeable proportion of candidates who did not do the entire question，the vast majority managed to make an attempt at answering all of the questions. Even where they got the answer wrong they at least recognised what the questions were about，which is itself an improvement on past performance. Where candidates failed to attempt all of the questions this appeared to be as a result of a general lack of knowledge in relation to particular questions，rather than based on any time pressure or structural difficulties in the questions （the issue of time pressure will be considered in relation to question ten below）.That being said it is still a fact that the last three problem scenario based questions provide the greatest ground for concern. Too many candidates were let down by their performance in those questions，which continues to suggest a general lack of analysis and application skills if not general knowledge.

　　However it would appear that some candidates still engaged in question spotting and as a result supplied prepared，but inappropriate，answers to some questions. This was particularly the case in response to questions one and ten，as will be considered further below in the detailed question analysis. However the way question ten was dealt with did give rise to particular concern. Candidates clearly are aware of the syllabus content and the structure of the paper，which has been maintained over a number of years. However the fact that question ten has on a number of occasions been the slot for questions relating to criminal aspects of company regulation meant that a significant number of produced answers relating to various aspects of the criminal law， rather than on directors’ duties， which was the actual subject of the question.

　　Many candidates still fail to read the question asked and provide general prepared answers on a topic area encapsulating the specific question topic. As a result they still spend time providing unnecessary material or even worse，completely irrelevant material.

　　What follows will consider the individual questions in and candidates’ responses to the individual questions in the paper.

　　Specific Comments

　　Question One

　　This question required candidates to describe the structure and functions of the main civil courts in the English legal system.

　　Candidates generally did well on this question and proved that they understood the structure and functions of the courts. However，relatively few candidates offered any explanation of the nature of civil law as opposed to criminal law and many just described the structure of the court system without examining the functions carried out by the various courts. Also a number of candidates produced answers about the doctrine of precedent and although their answers did refer to the hierarchical structure of the courts，there was much that was not necessary in their answers.

　　Other common errors were that candidates sometimes got mixed up with the hierarchical structure and thought that the divisions of the High Court were actually part of the magistrates’ court. There was also frequent reference to the House of Lords，which demonstrated a lack of knowledge on the reform of the UK judicial system. In some instances candidates completely misinterpreted the question and wrote all they knew on Acts of Parliament and what stages a bill had to be passed through before becoming an act，or they described at great length the literal rule and golden.

　　The English legal system is an essential part of the syllabus and has to be studied and understood in the necessary depth.

　　Question Two

　　This question was divided into three parts and required candidates to explain the meaning of three elements in contract law：

　　·offer，

　　·counter-offer and

　　·unilateral offer.

　　Part （a）was well done. Most candidates were comfortable describing an offer and drew distinctions between an invitation to treat，with excellent examples and a good grasp of the statements in Carlill v Carbollic Smoke Ball. Candidates were clearly well prepared for this aspect of the question.

　　Part b （i），again，answers to this question were sound with the majority of candidates being able to describe the characteristics of a counter offer，its effect，reference to Hyde v Wrench and contrast with a request for information. In a high number of instances，candidates were awarded full marks on this section.

　　Part b （ii）.This part was not well answered and demonstrated that candidates did not really understand the terminology. Answers given ranged from Dunlop v Selfridge and privity of contract，to Sale of Goods Act and exclusion clauses. Only a small number of candidates were able to describe the characteristics of a unilateral offer and where they did，answers were sound and made reference to relevant cases such as Errington v Errington and Carlill.

　　Question Three

　　This question required candidates to explain the meaning of the concept duty of care in the tort of negligence.

　　As in past sittings，this question was answered inadequately. Candidates seem to have a habit of writing everything they know about the law of tort. Answers were unstructured and described defences， cases about people being locked in toilets，injuries of people sunbathing on car parks and damages which would be available. Some candidates even went as far as attempting to compute the damages available and described the Statute of Limitations.

　　Candidates seem unable to be able to distinguish between the different areas within the law of tort and are not comfortable in answering questions in this area very well. However，a number of candidates did produce good answers which focussed on the correct area and were able to describe the tort of negligence，the relevance of the duty of care，the fact that there did not have to be a contractual duty to demonstrate liability，and a good description of Donoghue v Stevenson and the neighbour principle. Some answers described the extent of the duty of care and what the claimant had to prove and quoted relevant principles from Caparo v Dickman，Hedley Byrne v Heller and Nicholas H.

　　Question Four

　　This question requires candidates to list and explain the documents required to be submitted to the companies‘ registry in order to register a company.

　　This question was answered well by all candidates. It was encouraging to see that candidates understood the documents needed and the procedures，which need to be followed to set up a PLC. Full marks were frequently awarded. However，one point that has to be made is that a number of candidates still made use of the old，pre 2006 law，especially in relation to the memorandum of association. As a result they tended to overemphasis the importance of the memorandum and correspondingly to play down the importance of the application，which of course is now the most important document.

　　A small minority of candidates did misinterpret the question and described separate legal personality and the advantages of setting up a company compared to a sole trader.