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Term
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| Someone authorized to do business on someone's behalf |
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5 Principle Duties:
- Performance:
- Notification
- Loyalty
- Obedience
-Accounting |
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| Duties of Principle to Agent |
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Definition
- Compensation
- Reimbursement and Indemnification
- Cooperation
- Safe Working Conditions |
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| Difference between Employee and Independent Contractor |
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Definition
1. How much control can the employer exercise over the details of the work
2. Is the worker engaged in an occupation or business distinct from that of the employer?
3. Is the work usually done under employers direction or by a specialist without supervision?
4. Does the employer supply the tools at the place of work?
5. For how long is the person employed? (Long period indicates employee status)
6. What is the method of payment? (Payment by time period indicates employee status)
7. What degree of skill is required of worker (Little skill = employee status) |
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| A principle whose identity is known to a third party at the time the agent makes a contract with the 3rd party |
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| A principle whose identity is unknown by a third person, and the third person has no knowledge that the agent is acting for a principal at the time the agent and the third party form a contract |
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| Determining Scope of Employment |
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Definition
1. Whether the employees act was authorized by the employer
2. The Time, Place and purpose of the act
3. Whether the act was one commonly performed by employees on behalf of their employers
4. The extent to which the employers interest was advanced by the act
5. the extent to which the private interests of the employee were involve
6. Whether the employer furnished the means or instrumentality by which the injury was inflicted
7. Whether the employer had reason to know that the employee would do the act in question and whether the employee had ever done it before
8. Whether the act involved the commission of a serious crime |
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| An employee's disclosure to gov't authorities, upper-level managers, or the media that the employer is engaged in unsafe or illegal activities |
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Not all workers are entitle to overtime pay INCLUDING:
Executives, administrative, professional employees, as well as outside salespersons and computer programmers.
Employers not required to pay overtime to these employees. |
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| Allows you to continue insurance for a period of time after loss of employment |
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FLSA prohibits oppressive child labor
- Children under 14 yrs of age are allowed to do certain types of work such as deliver newspapers, work for their parents, and work in the entertainment and agricultural areas; If 14-15 are allowed to work but not in hazardous occupations.
- NO restrictions after age of 18 |
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Definition
- if you suffer an injury at work you can recover damages to have medical bills paid, it has to happen on the job and has to be accidental
- Must file workers comp claim within certain period of time |
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| Disparate Treatment Discrimination |
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Definition
| A form of employment discrimination that results when an employer intentionally discriminates against employees who are members of protected classes. |
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| Disparate Impact Discrimination |
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| A form of employment discrimination that results from certain employer practices or procedures that, although not discriminatory on their face, have a discriminatory effect. |
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| 1963- Prohibits gender based wage discrimination by employers. Must work at the same establishment doing similar work. Job content rather than description controls in all cases. If wage differences are based on anything other than gender such as seniority or merit then it does not violate the equal pay act. |
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| A termination of employment brought about by making the employees working conditions so intolerable that the employee reasonably feels compelled to leave, ALLOWS you to sue even if you quit |
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| In the employment context, demands for sexual favors in return for job promotions or other benefits, or language or conduct that is so sexually offensive that it creates hostile work environments |
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SIMPLEST FORM OF A BUSINESS
Advantages: Proprietor owns the entire business and has right to receive all profits. Easier and less costly to start a sole proprietorship than it is to start any other kind of business. No documents need to be filed with gov't. Offers more flexibility. Doesnt need approval to sell or make business transactions. Pays only personal income taxes on profits.
Disadvantages: Proprietor alone bears the burden of any losses or liabilities incurred by the business. Personal assets can be taken to satisfy business debts. Lack continuity if proprietor dies. |
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Term
| LLC (Limited Liability Company) |
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Definition
Offers limited liability of the corporation and the tax advantages of a partnership.
ADVANTAGES: The liability of the members is limited to the amount of their investments. The flexibility of the LLC in regard to both taxation and management.
DISADVANTAGES: State LLC statutes are NOT uniform. |
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Term
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Definition
Advantages: Can be organized fairly easily and inexpensively. Tax advantages. The firm itself pays no taxes. May allow for greater capital contributions to the business.
Disadvantages: The partners are subject to personal liability for partnership obligations. |
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| A legal entity formed in compliance with statutory requirements |
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Definition
| A partnership consisting of one or more general partners (Who are liable to the full extent of their personal assets for debts) and one or more limited partners (Who contribute only assets and are liable only up to amount they contributed) |
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Term
| Limited Liability Partnership |
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Definition
| A business organizational form that is similar to the LLC but that is designed more for professionals who normally do business as partners in a partnership. The LLP like the general partnership is a pass through entity for tax purposes, but it limits the personal liability of the partners. |
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Definition
| Must be for "for cause" such as death or disability of the franchisee, insolvency of the franchisee, breach of franchise agreement, or failure to meet specific sales quotas. |
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| Corporations get their powers: |
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Definition
| From the constitution, state statutes give power and rules |
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Term
| Piercing the Corporate Veil |
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Definition
| is the liability protection between personal assets and the actions of the corporation. An action in which a court disregards the corporate entity and holds the shareholders personally liable for corporate debts and obligations |
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Term
| RMBCA: Revised Model Business Corporations Act |
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Definition
| Each state has its own body of corporate law which are not uniform. Several states dont follow either the MBCA or the RMBCA. |
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Definition
| Hired by the board of directors. Most corps have a president, vice prez, a secretary, and a treasurer. |
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| Board of directors is the ultimate authority in every corporation. Have responsibility for all policymaking decisions necessary to the management of all corporate affairs. The board selects and removes corporate officers, determines the capital structure of the corporation and declares dividends. Each has one vote and majority wins |
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| Approve fundamental changes affecting the corporation be4 changes can be implemented. Empowered to amend the articles of incorporation and bylaws, approve mergers or the dissolution of the the corporation, and approve the sale of all or substantially all the corps assets. They elect members of the board of directors. |
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| Violations of the Securities Act |
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Definition
| Governs initial sale of stocks in a business. all essential info concerning the issuance of securities must be disclosed. Must be registered with SEC before offering securities to public. |
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| State security laws comply with both state and federal laws |
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| A document that has to be given to people when something is for sale with risks and financials Describes the security being sold, the financial operations of issuing corporation, and the investment or risk attaching to the security. It is designed to provide sufficient info to enable investors to evaluate the risk. |
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| "Sophisticated Investors", such as banks, insurance companies, investment companies, the issuers executive officers and directors and persons whose income or net worth exceeds certain limits. |
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Definition
The purchase or sale of securities of the basis of info that has not been made available to the public.
Remedies: SEC Rule 10b-5, Section 10(b) of the 1934 act |
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| An individual who wrongfully obtains inside info and trades on it for his personal gain should be held liable because in essence, she or he stole info rightfully belonging to another |
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| Attempts to increase corporate responsibility by imposing strict disclosure requirements and harsh penalties for violations of security laws. Created the Public Company Accounting Oversight Board (PCAOB). |
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| A deed in which the grantor assures (warrants to) the grantee that the grantor has title to the property conveyed in the deed, that there are no encumbrances on the property other than what the grantor has presented, and that the grantee will enjoy quiet possession of the property. A deed that provides the greatest amount of protection for the grantee |
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| A deed intended to pass any interest, or claim that the grantor may have in the property without warranting that such title as valid. A quitclaim deed offers the least protection against defects of title. |
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| Covenant of Quiet Employment |
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Definition
| Your possession of the property is not going to be interfered with previous owner. Example: Landlord |
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| Includes soil and the natural or artificial structures attached to it. |
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| An item that was once personal property but has become attached to real property in such a way that it takes on the characteristics of real property and becomes part of that real property. |
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| A nonposessory right to use another's property in a manner established by either express or implied agreement. |
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| A revocable right or privilege of a person to come onto another persons land. |
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| In real property law, the right to enter onto and remove something of value from the property of another. |
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| An interest in land that exists only for the duration of the life of some person, usually the holder of the estate |
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| Temporary possession of property |
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| A lease execute by the lessee of real estate to a third person, conveying the same interest that the lessee enjoys but for a shorter term than that held by the less |
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| Requires a landlord who leases residential property to ensure that the premises are habitable, that is, safe and suitable for people to live in. Must make repairs to maintain premises in that condition for the leases duration. |
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