Reading...
Play button
Play button
Use LEFT and RIGHT arrow keys to navigate between flashcards;
Use UP and DOWN arrow keys to flip the card;
H to show hint;
A reads text to speech;
41 Cards in this Set
- Front
- Back
|
What does law come from?
|
Many sources, history. it is constant and growing. It changse slowly
|
|
|
Two Categories of Law
|
Criminal and Civil
|
|
|
Criminal Law
|
Punish and deter
White collar crime |
|
|
Civil Law
|
Everything else
Enables us to lvie in a civilized society Categories: Real Estate Law, Business Law, Constitutional Law (provides basics for our whole society), Domestic Relations, Administrative Law (comes to admister laws) |
|
|
Sole Propreitorship
|
Someone who owns their own business, limited to the resources of the proprietor. It can only grow as big as the proprietor
|
|
|
Corporations
|
Designed to overcome the limits of the proprietorship. Allows for more capital
|
|
|
Capitalist Triangle
|
I. Ease of Captial formation (b/c they can sell a share of the business)
II. Limited Liability- Share holders liability is limited to the amount of his or hers investiment III. ease of trasnferability of ownership (easy to sell) |
|
|
Capitalist Pizza
|
Shows unlimited ownership. No end to the slices
|
|
|
Corporate Law
|
Comes from state law not federal
Specific Limits of the Fed Gov- Article 1 Sect 8 sets this (No mention of federal gov making laws for business (left to state) |
|
|
Why do corporations exsit?
|
B/c of laws that allow them to exsist
|
|
|
Papers required for corporation
|
Corporate Charter, By-Laws, Articles of Incorpation
|
|
|
Corporate Charter
|
estbalishes corp and gives its it powers, owners write the charter
They must specify powers, general powers and be specific. General powers are like power to hire/fire, open/close bank acct, commen sense Specific, what the busienss specifically does |
|
|
By-Laws
|
tell you how to govern the organization. Rules, where by the stockholders conduct business
|
|
|
Articles of Incorporation
|
everythign else you need to be come a corp (where head quaters is)
|
|
|
Shareholders
|
certain specific legal rights
owenrs of the company |
|
|
Common Stock
|
most basic fundamental stock you can own. Minimal Rights
|
|
|
Prefered stock
|
Bigger bundal of legal rights, always have right to dividen before common (specific amount)
|
|
|
Cumulative Preferred Stock
|
missed dividents accumplate. Same as prefered
|
|
|
Treasury Stock (stock buy back)
|
regular common stock that was bought back and stored in Treasury for future benefit
|
|
|
Stock subscription
|
money today, stock in the future
|
|
|
Intial public offering (IPO)
|
contract bo buy stock when it comes out
|
|
|
Who are teh true owners of the stock?
|
Share Holders are the ultamate owenrs
|
|
|
Organization of a corporation
|
Shareholders- vote on directors who select officers
|
|
|
Fiduciary Duty
|
Duty of Loyalty (put aside selfish interest)
and Duty of Care (excersising reasonable care |
|
|
Business Judgment Rule
|
Not measured by conclusion but by process
Directors/Officers are not punished for making honest mistakes |
|
|
The rights of Share holders
|
Life or death descions-
Right to inspect books Sharesholders elect the official Vote to executive compensation |
|
|
In Play
|
Whena company is interested in buying you. You have an obligation to find the greatest money for the deal
|
|
|
Disney and Capital City ABC
|
CEO of CAP city got a share of disney and $65 for each share
|
|
|
Intial public offering (IPO)
|
contract bo buy stock when it comes out
|
|
|
Who are teh true owners of the stock?
|
Share Holders are the ultamate owenrs
|
|
|
Organization of a corporation
|
Shareholders- vote on directors who select officers
|
|
|
Fiduciary Duty
|
Duty of Loyalty (put aside selfish interest)
and Duty of Care (excersising reasonable care |
|
|
Business Judgment Rule
|
Not measured by conclusion but by process
Directors/Officers are not punished for making honest mistakes |
|
|
The rights of Share holders
|
Life or death descions-
Right to inspect books Sharesholders elect the official Vote to executive compensation |
|
|
In Play
|
Whena company is interested in buying you. You have an obligation to find the greatest money for the deal
|
|
|
Disney and Capital City ABC
|
CEO of CAP city got a share of disney and $65 for each share
|
|
|
Disolutions
|
Volentary Dissolution, Involentary Diss by the state, In vol diss by the court
|
|
|
Why partnershis
|
tax benefits
|
|
|
5 steps to a partnerships
|
An association,
of two or more "persons", To act, of a business, of a business for profit |
|
|
UPA
|
Uniform Partnership act- Tells you what you need to put into your partnership and Fills teh gaps of agreement
|
|
|
What does NY use as there UPA
|
NYPL, NY partnership law
|
