Legal/soc Final

Front 1

business owned by one person, personally liable, earnings are reported on owner's personal tax returns

Back 1

sole proprietorship

Front 2

business with limited liability, stock bought and sold, profits are taxable

Back 2

corporations

Front 3

a voluntary association of 2 or more persons to carry on a business as co-owner for profit

Back 3

general partnership

Front 4

little formality agreement (oral, written, implied by conduct)

Back 4

general partnership

Front 5

operated under partner or ficticious names

Back 5

general partnership

Front 6

what are ways for the dissolution of partnerships

Back 6

for a term, at will

Front 7

some formality, certificate required to be filed with secretary of state

Back 7

limited partnerships

Front 8

in a limited partnership with general partners what is the liability

Back 8

unlimited

Front 9

in a limited partnership with limited partners what is the liability

Back 9

only liable for capital contribution

Front 10

what are exceptions of liabilty for limited partnerships

Back 10

defective formation, participation in management, personal guarantee

Front 11

a corporation is a legal entity for most purposes t/f

Back 11

true

Front 12

a corporation in the state in which it is incorporated

Back 12

domestic

Front 13

a corporation in another state

Back 13

foreign

Front 14

a corporation in another country

Back 14

alien

Front 15

what are some steps of the incorporation of a business

Back 15

shareholders elect directors, adopt bylaws, officers appointed by directors, tax status requirements

Front 16

what are preferences over common stock

Back 16

dividend preference, liquidation preference, usually no right to vote

Front 17

types of debt securities

Back 17

debenture, bond, note

Front 18

long term, 30+ years, unsecured and priority over stockholders

Back 18

debenture

Front 19

long term, secured by collateral

Back 19

bond

Front 20

short term, secured or unsecured

Back 20

note

Front 21

court holds shareholders liable for debt in certain cases

Back 21

piercing the corporate veil

Front 22

ways of piercing the corporate veil

Back 22

ignore formalities, commingle funds, inadequate capitilization, fraud

Front 23

what is the process of terminating a corporation

Back 23

vote, file artilces of dissolution, wind up

Front 24

manager has a fiduciary duty of loyalty and care in resolving a conflict

Back 24

business judgment rule

Front 25

types of takeovers of companies

Back 25

merger, acquisitions

Front 26

one corporation is absorbed into another and ceases to exist

Back 26

merger

Front 27

company buys all assets of another company through a tender offer

Back 27

acquisition

Front 28

what is the role of the shareholders

Back 28

elect directors to manage the corporate business

Front 29

what are the rights of shareholders

Back 29

right to information, right to vote (elect/remove directors), right to attend shareholder meetings, right to dissent

Front 30

what are ways to enforce shareholder rights

Back 30

derivative lawsuits, class action suits, direct lawsuits

Front 31

what ways do the securities and exchange comission regulate the securities industrt

Back 31

rules, releases, no action letters

Front 32

any transaction in whcih the buyer invests money in a common enterprise and expects to earn a profit from the efforts of others

Back 32

security

Front 33

exemptions from the 1933 securities act

Back 33

general exemption, exempt securities, regulation D

Front 34

a company's first public sale of securities is called its initial public offering t/f

Back 34

true

Front 35

categories of violations of antitrust laws

Back 35

per se and rule of reason

Front 36

approaches that managers may consider for a competitive strategy

Back 36

cooperative and aggressive

Front 37

illegal cooperative strategies

Back 37

horizontal agreements, verical agreements, mergers, joint ventures

Front 38

types of horizontal cooperative strategies

Back 38

market division, price fixing, refusals to deal

Front 39

types of vertical cooperative strategies

Back 39

reciprocal dealing agreements and price discrimination

Front 40

a company lowers its prices below cost to drive competitors out of business

Back 40

predatory pricing

Front 41

what are some types of aggressive strategies

Back 41

monopolization, predatory pricing, tying arrangements

Front 42

types of patents

Back 42

utility (most basic type), design, plant

Front 43

to obtain a patent the new info must be...

Back 43

novel, nonobvious, useful

Front 44

All patents are valid for 20 years t/f

Back 44

false design patents are only good for 14 years

Front 45

copyrights are valid for 70 years after the death of the work's last living author t/f

Back 45

true

Front 46

types of marks

Back 46

trademarks, service marks, collective marks

Front 47

the first person to use a mark in a trade owns it t/f

Back 47

true

Front 48

to be valid, a trademark must be distinctive with...

Back 48

fanciful, arbitrary, suggestive marks and trade dress

Front 49

what does real property include

Back 49

land, buildings, air rights, plant life, fixtures

Front 50

some tenant remedies for defective conditions

Back 50

rent abatement, rent withholding, repair and deduct

Front 51

a gift given during life and with no expectation of death

Back 51

inter vivos gift

Front 52

a gift given in expectation of dying soon

Back 52

causa mortis gift