考完ACCA全科的人还要不要继续缴纳年费？

正确答案：
(a) To: David Gould
From:
Writing a business plan is a critical stage in moving an idea for a business into a reality. The reality includes presenting a
convincing case to potential financers of the business, be they banks or venture capitalists. The key ingredients include clearly
saying what you plan to do and why people should want to buy your particular service. Experts warn of starting with a detailed
cash flow and then working backwards to make the numbers fit. You should regard the business plan as a management tool
and not simply a sales document. Again, the advice is to make credible and achievable projections; it is better to exceed low
targets than fail to achieve over-ambitious ones. Many business plans are based on deeply flawed research. Key to your
business success will be the size of your target market. There is much evidence to suggest that it is the make-up of the team
presenting the plan and their commitment rather than the business idea itself that will determine whether the necessary
financial support is made.
Clearly, you need to say how much money you require and why. Again the advice is not to be afraid to ask for large amounts
if your business requires it. Linked to how much you want is a clear statement of the return the investor or lender will get –
how much of the equity are you willing to give or what security can you offer the lender? Figure are important and you need
projected cash flows, profit and loss accounts and balance sheets for at least three years ahead. Potential investors and/or
lenders are likely to be impressed by a plan which clearly indicates where the major risks are to be found and the strategies
available to handle such risks.
There needs to be a clear statement of the major steps and milestones on the way to achieving your goals. Where are you
now, where do you intend to be and how are you going to get there. One expert argues there are three elements of the plan
itself – an executive summary pulling together the key points in your proposal, secondly the plan itself and finally an ‘elevator
pitch’, a one paragraph description that explains the business in the time it takes to go up in a lift.
In summary, your business plan should contain an executive summary as explained above, the objectives of the business,
including key financial targets and the philosophy of the business, the target market and relevant forecasts, the range of
products/services, the marketing strategy linked to the target markets, resource availability, people and organisation involved,
performance measurement to measure progress towards stated objectives and a summary of financial information.
One final point is to remember that no business plan ever was carried out exactly! In many ways it is the quality of the thinking
the plan includes and the actual process through which it is developed that will determine success.
Yours,

正确答案：
(d) Professional accountant’s liability
Liability for reporting on PFI
Independent accountants may be required to report on PFI for many reasons (e.g. to help secure a bank loan). Such forecasts
and projections are inherently unreliable. If the forecast or projection does not materialise, and the client or lenders (or
investors) consequently sustain financial loss, the accountant may face lawsuits claiming financial loss.
Courts in different jurisdictions use various criteria to define the group of persons to whom independent accountants may be
held liable for providing a report on an inaccurate forecast or projection. The most common of these are that an accountant
is liable to persons with whom there is proximity:
(i) only (i.e. the client who engaged the independent accountant);
(ii) or whose relationship with the accountant sufficiently approaches privity;
(iii) and to persons or members of a limited group of persons for whose benefit and guidance the accountant supplied the
information or knew that the recipient of the information intended to supply it;
(iv) and to persons who reasonably can be foreseen to rely on the information.
Measures to reduce liability
As significant assumptions will be essential to a reader’s understanding of a financial forecast, the independent accountant
should ensure that they are adequately disclosed and clearly stated to be the management’s responsibility. Hypothetical
assumptions should be clearly distinguished from best estimates.
The introduction to any forecast (and/or report thereon) should include a caveat that the prospective results may not be
attained. Specific and extensive warnings (‘the actual results … will vary’) and disclaimers (‘we do not express an opinion’)
may be effective in protecting an independent accountant sued for inaccuracies in forecasts or projections that they have
reported on.
Any report to a third party should state:
■ for whom it is prepared, who is entitled to rely on it (if anyone) and for what purpose;
■ that the engagement was undertaken in accordance with the engagement terms;
■ the work performed and the findings.
An independent accountant’s report should avoid inappropriate and open-ended wording, for example, ‘we certify …’ and ‘we
obtained all the explanations we considered necessary’.
Engagement terms to report on PFI should include an appropriate liability cap that is reasonable given the specific
circumstances of the engagement.
The independent accountant may be able to obtain indemnity from a client in respect of claims from third parties. Such ‘hold
harmless’ clauses obligate the client to indemnify the independent accountant from third party claims.

正确答案：

The Company Directors Disqualification Act (CDDA) 1986 was introduced to control individuals who persistently abused the various privileges that accompany incorporation, most particularly the privilege of limited liability. The Act applies to more than just directors and the court may make an order preventing any person (without leave of the court) from being:
(i) a director of a company;
(ii) a liquidator or administrator of a company;
(iii) a receiver or manager of a company’s property; or
(iv) in any way, whether directly or indirectly, concerned with or taking part in the promotion, formation or management of a company.
The CDDA 1986 identifies three distinct categories of conduct, which may, and in some circumstances must, lead the court to disqualify certain persons from being involved in the management of companies.
(a) General misconduct in connection with companies
This first category involves the following:
(i) A conviction for an indictable offence in connection with the promotion, formation, management or liquidation of a company or with the receivership or management of a company’s property (s.2 of the CDDA 1986). The maximum period for disqualification under s.2 is five years where the order is made by a court of summary jurisdiction, and 15 years in any other case.

(ii) Persistent breaches of companies legislation in relation to provisions which require any return, account or other document to be filed with, or notice of any matter to be given to, the registrar (s.3 of the CDDA 1986). Section 3 provides that a person is conclusively proved to be persistently in default where it is shown that, in the five years ending with the date of the application, he has been adjudged guilty of three or more defaults (s.3(2) of the CDDA 1986). This is without prejudice to proof of persistent default in any other manner. The maximum period of disqualification under this section is five years.
(iii) Fraud in connection with winding up (s.4 of the CDDA 1986). A court may make a disqualification order if, in the course of the winding up of a company, it appears that a person:
(1) has been guilty of an offence for which he is liable under s.993 of the CA 2006, that is, that he has knowingly been a party to the carrying on of the business of the company either with the intention of defrauding the company’s creditors or any other person or for any other fraudulent purpose; or
(2) has otherwise been guilty, while an officer or liquidator of the company or receiver or manager of the property of the company, of any fraud in relation to the company or of any breach of his duty as such officer, liquidator, receiver or manager (s.4(1)(b) of the CDDA 1986).
The maximum period of disqualification under this category is 15 years.(b) Disqualification for unfitness
The second category covers:
(i) disqualification of directors of companies which have become insolvent, who are found by the court to be unfit to be directors (s.6 of the CDDA 1986). Under s. 6, the minimum period of disqualification is two years, up to a maximum of 15 years;
(ii) disqualification after investigation of a company under Pt XIV of the CA 1985 (it should be noted that this part of the previous Act still sets out the procedures for company investigations) (s.8 of the CDDA 1986). Once again, the maximum period of disqualification is 15 years.
Schedule 1 to the CDDA 1986 sets out certain particulars to which the court is to have regard in deciding whether a person’s conduct as a director makes them unfit to be concerned in the management of a company. In addition, the courts have given indications as to what sort of behaviour will render a person liable to be considered unfit to act as a company director. Thus, in Re Lo-Line Electric Motors Ltd (1988), it was stated that:
‘Ordinary commercial misjudgment is in itself not sufficient to justify disqualification. In the normal case, the conduct complained of must display a lack of commercial probity, although . . . in an extreme case of gross negligence or total incompetence, disqualification could be appropriate.’

(c) Other cases for disqualification
This third category relates to:
(i) participation in fraudulent or wrongful trading under s.213 of the Insolvency Act (IA)1986 (s.10 of the CDDA 1986);
(ii) undischarged bankrupts acting as directors (s.11 of the CDDA 1986); and
(iii) failure to pay under a county court administration order (s.12 of the CDDA 1986).
For the purposes of most of the CDDA 1986, the court has discretion to make a disqualification order. Where, however, a person has been found to be an unfit director of an insolvent company, the court has a duty to make a disqualification order (s.6 of the CDDA 1986). Anyone who acts in contravention of a disqualification order is liable:
(i) to imprisonment for up to two years and/or a fine, on conviction on indictment; or
(ii) to imprisonment for up to six months and/or a fine not exceeding the statutory maximum, on conviction summarily (s.13 of the CDDA 1986).

正确答案：
(ii) Recycling is an issue for both the current performance statements and the single statement. Recycling occurs where an
item of financial performance is reported in more than one accounting period because the nature of the item has in some
way changed. It raises the question as to whether gains and losses originally reported in one section of the statement
should be reported in another section at a later date. An example would be gains/losses on the retranslation of the net
investment in an overseas subsidiary. These gains could be reported annually on the retranslation of the subsidiary and
then again when the subsidiary was sold.
The main arguments for recycling to take place are as follows:
1. when unrealised items become realised they should be shown again
2. when uncertain measurements become certain they should be reported again
3. all items should be shown in operating or financing activities at some point in time as all items of performance are
ultimately part of operating or financing activities of an entity.
There is no conceptual justification for recycling. Once an item has been recognised in a statement of financial
performance it should not be recognised again in a future period in a different part of that statement. Once an item is
recognised in the statement there is an assumption that it can be reliably measured and therefore it should be recognised
in the appropriate section of the statement with no reason to show it again.
Gains and losses should not be based on the notion of realisation. Realisation may have been a critical event historically
but given the current financial exposures of many entities, such a principle has limited value. A realised gain reflects the
same economic gain as an unrealised gain. Items should be classified in the performance statement on the basis of
characteristics which are more useful than realisation. The effect of realisation is explained better in the cash flow
statement. Realisation means different things in different countries. In Europe and Asia it refers to the amount of
distributable profits but in the USA it refers to capital maintenance. The amount of distributable profits is not an
accounting but a legal issue, and therefore realisation should not be the overriding determinant of the reporting of gains
and losses.
An alternative view could be that an unrealised gain is more subjective than a realised gain. In many countries, realised
gains are recognised for distribution purposes because of their certainty because this gives more economic stability to
the payment of dividends.