TRANSACTION ASSIGNMENT

PART 1 -

Register a Proprietary Limited CO. You should refer to Section 117 of the Corp. Act, complete an APPLICATION FORM and prepare all relevant consents NB section 117(2).You must also create a share register NB sections 167, 168 and 169.

PREPARE a CONSTITUTION - refer to sections 134 and 135.Your company's INTERNAL MANAGEMENT is to be governed by a COMBINATION of replaceable rules and a constitution.

THE CONSTITUTION MUST ONLY MAKE PROVISION FOR A CLASS OF REDEEMABLE PREFERENCE SHARES- NB sections 254A (2) and (3) of the Corp Act.

PART 2 -

RESEARCH then EXPLAIN the REASON and JUSTIFICATION for the following sections of the Corp Act: - SECTION 124; SECTION 129(1) and SECTION 588M (3). Your analysis of each section is worth 5% .WORD LIMIT -approx. 200 words per section.

DO NOT copy the section into your answer.

DO NOT copy and paste the constitution from any source.