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39 Cards in this Set

  • Front
  • Back
Pullman Strike
workers went on strike in sympathy of american railway workers; US put mail on railway cars
Homestead Steel Strike
pinkerton gaurds ended up killing workers; workers wen back to work
Haymarket Riots
Illinois; workers went on strike; police brought; bomb was thrown killing 9
International Workers of World
"wabbies" wanted social unionism; widespread in EU; wanted in US but failed miserably (business union)
Presidential Veto
Truman vetoed Taft-Harley Act (Labor-Management Relations Act); veto overridden by congress; Truman was fan of labor side
Immigration Act of 1924
restricted immigration; passed for American to be favored for job; led towards labor unions being allowed
ILA vs. Jackson Bulk
defined what is and what is not a labor dispute; a ship refused
Magna Carta of Labor
Wagner Act (NLRA)
National Peril
in areas of nation peril, president has right to intervene; Taft-Harley Act
NLRB vs. Babcock
non-employees allowed on site to draw up union membership; cannot be disruptive to productivity
Cooling off period
Taft-Harley; 60 days + 20 = 80 days
Slave Labor Act
Nickname for Taft-Harley (NLRA)
Wildcat Strike
certain members of the union go against actual union or majority; violation of Taft-Harley
Micheal Milken
"king of the junk bonds"; violated rule 10b (insider trading) after being ratted out; owed 1.1 billion dollars = 9.1 in restitution and 200 million in fines; junk bond= high risk
10k Report
a filed report that has everything about the company; filed annually; actual perspective
10 Q Report
filed every 3 months or 90 days; profits and losses during that quarter; 3 filed per year; 4th is filed as addendum to 10k report
8k Report
any time within 72 hours; high fluctuations; loss of key customers; important and bad fluctuations
Blue Sky Laws
another name for security laws; originated talking about the bumper crops of wheat
White Knight Defense
finding another party to take over, rather than acquiring party (********); sell 100% of business
Pac Man Defense
reverse hostile takeover; try to take over acquiring company
Scortched Earth Defense
getting rid of valuable pieces of your business so acquiring company is no longer attracted
Poison Pill Defense
Anything that makes it financially harder for acquiring company to buy target company
Red Herring
red inks the fishiness; disclosure of pre SEC approved (not made a decision preliminary); red ink the risk of pre SEC security
Regulation SK
right of someone to ask for and seek audited financial records of publicly traded corporations through the SEC
Texas Gulf Sulfur Case
major investors found out there was no oil; got geologists to lie to investors while they got their money out
Tyco Scandal
lavish gifts and vacations were given to upper management; "6000 dollar shower curtain"
Adelphia Scandal
private company that went public; practices they did while private were illegal under corporation
World Com Scandal
giving low interest or no interest loans that were not paid back to head of company
Ivan Bosky and Peabody Corp
committed insider trading; when caught ratted out Micheal Milken for a better deal
Tombstone Ads
advertising of securities using the basic facts associated to it; security information that is advertised with basic facts of security
Proxy Solicitation
the granting of voting rights incurred with the ownership of stock to someone else to vote in a manner which the owner generally agrees with
Shareholder Derivative Suit
lawsuit brought by owner of corporate stock on behalf of the corporation against someone or business that hurts the corporation when the corporation is unwilling to take the action themselves; damages awarded will go to the corporation and not the owner that sues
Corporate Governance
how and why the corporate process works including its mission and the scope of the business and how it will interact with other groups when doing business
Tender Offer
way of purchasing a company at likely more than face-value of stock because control a demand premium; friendly= BOD and officers agree to takeover; unfriendly= BOD and officers do not want to be taken over
Business Judgement Rule
falls under the duty of care doctorine for "officers and directors"'; protects from shareholder derivative suits when BAD decision is made; 3 criteria:
1. rational decision was made
2. informed decision was made
3. no conflict of interest by decision maker
schelensky vs. ridley case
Corporate Opportunity Rule
officers and directors protection; deals with duty of loyalty; if officer or director discovers a good situation must give first crack to the corporation
Self Dealing
if deal is fair to corporation is will be allowed
Insider Trading
falls under rule 10b-5 of SEA of 1934; involves misuse for profit of information not available to general public by anyone; applies to tippers and tippees as well; Dirks vs. SEC
Short Swing Trading
similar to insider trading; assumes information is "inside"; only applies to directors, officers, and 10%+ shareholder who buy/sell stock within 6 month period for profit; violation of SEA of 1934