MORT 275 - Mortuary Law I - Quiz 4

Lisa was a sales agent for DRG. By contract, DRG agreed to pay Lisa a $1,500 monthly salary plus a commission of 10% of the price of goods sold by her. Prior to her discharge (1) Lisa was owed one month's salary; (2) Lisa sold goods for $10,000; and (3) Lisa incurred $50 phone charges in making sales. Prior to her discharge, Lisa had been negotiating a $20,000 sale of goods, but the sale was never completed. How much does DRG owe Lisa?

$2,550

Benito is a shareholder in Benco Inc. Benito purchased 5,000 shares of $10 par-value common stock from the corporation. Benito paid for the stock with real estate that was clearly worth only $20,000. Later, the corporation became insolvent and it failed to repay a $100,000 loan to creditor. Under these fact Benito may be personally liable to Creditor for

$30,000

Principal

* a party who appoints a second party to serve as an agent * person who appoints another to contract with third parties * party primarily liable to third person or creditor

Agent

* the party appointed by the principal to enter into a contract with a third party on behalf of the principal * person appointed to contract on behalf of another

Stock Options

- right to purchase shares at a set price during a set time

The Federal Securities Act was passed in ________

1933

The Age Discrimination in Employment Act prohibits arbitrary age discrimination by employment agencies, employers, and labor unions against persons aged ________ or above

40

Duke is an agent for Rork Co. Unknown to Rork Co., Duke also represents a competitor and disclosed Rork Co.'s confidential marketing strategy to the competitor. Under these facts:

A and C - Duke violated his duty of loyalty and good faith to Rork Co. Rork Co. can sue Duke for damages that it may suffer as a result of Duke's conduct.

Katherine Frick is a general manager for C&C Clothing Co., which owns a clothing sore. On behalf of C&C, Katherine agreed to buy from Seller all of the assets of another clothing store that was quitting business. Katherine had no authority to make this contract. Under these facts:

A and C - Katherine is liable to seller for damages. C&C Clothing Co. is not obligated to perform the contract with Seller.

Glenn, Jane, and Shelli are partners in a partnership whose sole business is making Styrofoam containers. Which event may cause a dissolution of the partnership by operation of the law?

All of the above. Glenn files for bankruptcy and receives a discharge in bankruptcy. - Jane dies - the federal government passes a law making it illegal to make Styrofoam containers.

Owner hired Jack as manager of a florist shop. Managers of such stores can customarily hire employees. But, Owner told Jack not to hire employees without Owner's consent. Dan applied for a job. Owner referred Dan to Jack, misleadingly stating "Jack handles all employment matters." Jack hired Dan without Owner's consent. Dan did not know that Jack's authority had been limited. Jack had what type of authority to hire Dan?

Apparent authority

Kit was a partner in a general partnership that sold hospital supplies. Which action by Kit would breach a duty that she owed to the partnership?

B and C - Kit set up a company that sold goods to the partnership. Kit did not disclose that she owned the company. Kit personally profited from sales made to the partnership. - the partnership agreement required that each partner work at least 40 hours per week. Over an extended period of time, Kit worked only 20 hours per week on partnership business.

Jerry and Jill were partners in a partnership that bought and sold plumbing supplies. The partnership was dissolved due to Jerry's proper withdrawal. After dissolution, Jill contracted on behalf of the partnership to buy a shipment of supplies from Manufacturer who had previously dealt with the partnership. Manufacturer did not know of the dissolution. Jill intended to sell the supplies to new customers that she hoped to solicit on behalf of the partnership. In this case:

B and C. - Jill was not entitled to make the contract on behalf of the partnership. - The partnership is liable on the contract.

Bayer, a partner in the firm of Bayer and Black, without the consent of Black, used firm money in a speculative venture in her own name and realized a profit. Billingsley is the attorney who sets the venture up and files all the paperwork. Who would bear the loss if Bayer's venture failed?

Bayer

Ben's employment contract with Employer states that Ben can be terminated only for "good cause." Under these facts, Ben cannot be fired for which of the following reasons?

Ben participated in lawful union activities.

In which situation is there a violation of the Civil Rights Act of 1964?

Best Inc. engages in interstate commerce and employs fifty workers. best refused to hire Stella as an electrician because she is a woman. Stella was qualified for the job.

Cal, Oscar, and Len are partners in a general partnership. Cal's creditor has obtained a court order against his partnership interest. Oscar wants to sell his interest in a truck that is owned by the partnership. Len sold his interest in the partnership to Third Party. Under these facts:

Cal's creditor can force a sale of Cal's interest in the partnership.

Phyllis and Rod are the only shareholders of P&R Inc., which was incorporated in Iowa. P&R Inc. sells corn (for profit) to wholesalers and to the public in Arizona. P&R Inc. is a

Close corporation

Don and Rene are partners in a general partnership that owns a retail liquor store. Under these facts, Don would NOT have customary or implied authority to make which of the following contracts on behalf of the partnership?

Contract to sell the entire store.

Cooper, Tex, and Chien are the partners in CTC, a general partnership. Cooper contributed $50,000 to the partnership, and Tex and Chien each contributed $25,000. The partnership agreement is silent regarding the partners' right to manage the partnership. Under these facts:

Cooper, Tex, and Chien are each entitled to an equal vote regarding partnership matters.

W-4 Form

Employees' Withholding Allowance Certificate

Read the choices and select the correct answer

Employer is a government agency that makes nuclear weapons. In this case, Employer may require employees who make the weapons to take reasonable drug tests.

Select the correct answer.

Employer is a government agency that makes nuclear weapons. In this case, Employer may require employees who make the weapons to take reasonable drug tests.

In which situation does a partnership exist between Felix and Art?

Felix and Art co-own a furniture store. Felix and Art jointly control the business and they share the net profits and losses derived from the store.

Frances owns and operates Fran's donut Shop as a sole proprietorship. the business has failed to pay the rent. Frances is considering terminating the business. Under these facts:

Frances has unlimited personal liability for the unpaid rent.

Betty and Dan agreed to pool their resources, and they formed a particular type of business organization to own and operate a catering business. betty and Dan jointly own and manage the business, and they each have unlimited personal liability for the obligations of the business. Under these facts, what type of business organization did Betty and Dan create?

General Partnership

Nanco Inc. has three shareholders, Amy, Branson, and Count. Each sharholder owns 10,000 shares of common stock. The articles grant preemptive rights. Under these facts

If Nanco Inc. is authorized to sell 15,000 new shares of common stock, then Amy, Branson, and Count each have the right to buy 5,000 shares of this stock when it is offered for sale

When the National Labor Relations Board finds an employer guilty of refusing to bargain collectively with employees, usually the NLRB first does what?

Issues a cease and desist order.

Jesse and John plan to form a limited partnership to engage in real estate development. John will be a general partner, and Jesse will be a limited partner. Under these facts:

Jesse's liability for partnership obligations will be limited to his investment in the partnership.

Select the answer that is correct under the federal Social Security Act.

John is 45 years old. John cannot work due to a permanent illness. John's illness is expected to last for the rest of his life. In this case, John is entitled to disability benefits.

Which federal act protects union members from improper conduct by union officials?

Landrum-Griffin

Lee and Mindy are partners in L and M Partnership. The partnership agreement states that the partnership will continue until June 1, 2009. In which situation can Lee request a court to enter a decree dissolving the partnership prior to June 1, 2009?

Lee and Mindy repeatedly disagree on all important business decisions. As a result, the partnership cannot carry out its business.

Lee and Mindy are partners in L&M Partnership. The partnership agreement states that the partnership will continue until June 1, 2014. In which situation can Lee request a court to enter a decree dissolving the partnership prior to June 1, 2014?

Lee and Mindy repeatedly disagree on all important business decisions. As a result, the partnership cannot carry out its business.

Acme Inc employs Marsha as a welder. Marsha is covered by worker's compensation. One day, Marsha is injured in an accident that occurred while she was performing a welding job for Acme. In which situation would Marsha be denied worker's compensation?

Marsha was intoxicated and her intoxication caused the accident.

A union wishes to represent the employees of Karsten Co. Karsten believes that its employees would be better off without union representation. What action can Karsten take to discourage employee approval of the union without violating the Labor Management Relations Act?

Meet with employees to discuss the disadvantages of union representation.

Necco Inc. has one class of stock. Necco sold 2,000 shares of stock to Alice. Later, Alice sold 1,000 shares to Jeff. Alice sold the other 1,00 back to Necco and Necco resold these shares to Larry. Under these facts

Necco was legally obligated to sell the 2,000 shares to Alice for at least $20,000.

Nordic Sporting Goods Store employes Joe. Joe's employment contract does not state a fixed term of employment. Joe is paid on a weekly basis. Joe works in a state that does not imply a period of employment from terms of compensation. Under these facts:

Nordic can discharge Joe at any time. Nordic does not need good cause to discharge Joe.

OSHA stands for

Occupational Safety and Health Act.

Bruce, Mark, and Erwin are partners in B-MER Partnership. The agreement states that the partnership will continue until January 1, 2016. The partnership agreement allows any two partners to expel another partner at any time. Which even would NOT cause a dissolution?

On May 1, 2011, Bruce sold his partnership interest to Harold.

Polly wishes to incorporate Polly's Pets Inc. In this case, select the correct answer

Polly must file articles of incorporation with a state officer to form the corporation

R&V Corp. is planning to issue and sell 1 million shares of common stock. The stock will be sold for a total price of $50 million. The stock will be offered to the public in every state. Under these facts, what most R&V do to comply with the Securities Act of 1933?

R&V must file a registration statement with the SEC and provide a prospectus to purchasers of the stock

Bob was hired by Ramco Inc. as a tool and die maker. Bob's employment contract did not mention inventions. Bob was neither hired nor instructed to work on new products. However, during working hours and using Ramco's equipment, Bob invented a new piece of equipment that was applicable to Ramco's business. What rights does Ramco have to Bob's invention?

Ramco has a shop right to use the invention in conducting its business.

Hee Haw Inc. owns and operates a fun house. Which transaction can be authorized by the Hee Haw Inc. board of directors without obtaining shareholer approval?

Remodeling of the funhouse

Wholesome Foods engages in interstate commerce in connection with several farms and grocery store chains that it operates. The company has been informed that it must comply with the National Labor Relations Act. Which employees are covered by the Act?

Retail clerks int he company's store.

Tosco Mfg. hired Roadway, Inc. to build a road at Tosco's plant. Roadway was to build the road in accordance with basic plans stated in the contract. Roadway was to use its own tools, employees, and methods; Tosco did not have the right to control the manner by which Roadway built the road. During construction, Roadway negligently injured a third party. In this case

Roadway is an independent contractor.

Alex is starting a home repair business. Alex wants to control the entire business, and he does not want to have to do anything to create the business organization. These are Alex's only concerns. Under these facts, which form of business organization is most appropriate for Alex?

Sole Proprietorship

Sue was a director of Money Corp., a commercial lender. Sue voted in favor of three actions that each caused a loss to the corporation. In which situation is Sue liable to the corporation?

Sue voted in favor of a loan to Lynx Co. Lynx Co. was investigated and found to be solvent, and the loan was secured by collateral. Lynx Co. failed to pay due to a recession

Sunshine Bakers sells bakery products throughout the United States. Sunshine wants to hire additional workers, and it wants to extend the hours for some existing employees. Sunshine does not want to violate the Fair Labor Standards Act. Under these facts, select the correct answer.

Sunshine must pay its bakers at least minimum wage.

Without any authority to do so, Avery contracted to buy a printer on behalf of his principal, P&P Printing. After making the contract, Avery told P&P about the contract and explained the terms. P&P told Avery that the contract was acceptable, and P&P kept and used the printer. at all relevant times, P&P was capable of contracting, and the contract was legal. Under these facts:

The contract was binding on P&P. P&P ratified the contract.

Sylvia planned to form a corporation to own and operate a food store. Prior to incorporation, Sylvia leased a store, signing the contract in her individual name and on behalf of the corporation to be formed. The corporation has now been incorporated. In most states

The corporation is liable on the contract even if it does not adopt the contract

Milco Corp. has retained earnings of $1 million. On June 1, the board of directors declared $500,000 dividend. The dividend has not been paid. After hearing several objections to this dividend, the board of directors is now reviewing the legality and desirability of the dividend. Under these facets, the board of directors should determine that

The dividend is legal, and the board of directors can rescind the dividend

Juan Martinez is a purchasing agent for Viper Inc. ON behalf of Viper, Juan contracted to buy a truck from Cory Truck Sales. Juan had express authority to make the contract. Juan signed the contract "Viper Inc. by Juan Martinez, purchasing agent." Under these facts:

Viper Inc. is obligated to perform the contract.

Perry (a minor) signed a contract authorizing Allied Inc. (a licensed real estate corporation) to sell and convey title to land that belonged to Perry. In many states, this contract of agency is

Voidable. Perry is a minor and he can disaffirm the contract of the agency.

W-2 Form

Wage and Tax Statement; a report furnished by the employer for each employee indicating gross earnings and deductions for income and F.I.C.A taxes

XYZ Inc. has common stock and cumulative preferred stock. In 2007, the board of directors of XYZ did not declare a dividend even though it made a profit and had retained earnings sufficient to pay a dividend. In 2008, the directors intend to declare a dividend. Under these facts

a & b - Preferred stock must be paid a dividend for 2007 before common stock is paid a dividend. & Common stock must be paid a dividend before preferred stock is paid any dividends.

Board of Directors

a body of persons elected by the stockholders to define and establish corporate policy, to act on behalf of the corporation, and to carry out the board's policies

Sole Proprietorship (Proprietorship)

a business owned and operated by one person an owner's financial interest in a business a business owned by one person who is subject to claims of creditors

The Family and Medical Leave Act does not allow an employee to take an unpaid leave of absence for:

a child's state soccer tournament

Private corporations

a corporation formed by individuals to carry out some non-governmental function

Public corporations

a corporation formed to carry out government functions

Subchapter S corporations

a creation of the United States tax codes shareholders elect to be taxed as a partnership (no double taxation) without losing corporate status

Close corporation (closely held corporation)

a designation which applies to a corporation in which outstanding shares of stock and managerial control are held by a limited number of people (often members of the same family) corporation that has a very small number of shareholders

Federal Insurance Contributions Act

a federal act which requires most employers and employees to pay taxes to support the federal social security program

Occupational Safety and Health Act

a governmental agency with the responsibility for regulatory and enforcement of safety and health matters for most United States employees; an individual state OSHA agency may supercede the U.S. Department of Labor OSHA regulations a governmental agency with the responsibility for regulatory and enforcement of safety and health matters for most employees

Occupational Safety and Health Act

a governmental agency with the responsibility for regulatory and enforcement of safety and health matters for most employees

Piercing the corporate veil

a judicial ignoring of the corporate entity

Accounting

a language of business employed to communicate financial information based upon analyzing, recording, classification, summarization, reporting, and interpretation of financial data

The employer's right to use an employee's invention without the payment of royalty is called ________.

a shop right

Articles of partnership

a written document that states explicitly the rights and duties of partners in a partnership written partnership agreement

Freedom Corp. buys and sells stocks. Freedoms article prohibit the corporation from buying stock of any company that does business in a country that allows racial discrimination. The board of directors of the corporation authorized a purchase of stock that violated this restriction, and the sale has been completed. Under these facts

a&c - The contract is binding on Freedom Corp. & Freedom Corp. shareholders can sue the directors for authorizing this ultra vires contract

F.I.C.A.

abbreviation for Federal Insurance Contributions Act

Agency by estoppel

agency arising when person leads another to believe third party is the first person's agent

Agent coupled with an interest

agency in which agent has financial stake in performance of agency because of having given consideration to principal

Broker

agent with job of bringing two contracting parties together

A corporation can perform business transactions only through its ________.

agents

Hot cargo agreement

agreement between a union and an employer that the employer will not use nonunion materials

A corporation formed in one country but operating in another country is called a/n ________ corporation.

alien

Hostile work environment

alteration of terms or conditions of employment by harassment and abuse based on employee's membership in a protected class

Implied authority

an agent's authority to do things not specifically authorized in order to carry out express authority

Corporations

an artificial being, invisible, intangible and existing only in contemplation of law a business entity created by statutory law and owned by individuals known as stockholders association of people created by law into an entity an entity that is something that has a distinct existence separate and apart from the existence of its individual members a legal form of organization whereby a legal entity is authorized by a state to operate a business under the entity's charter or articles of incorporation

Silent partner

an individual who takes no active part in the management of a partnership, but has capital invested in the business partner who takes no active part in the management of a firm, whether known to the public or not

Power of attorney

an instrument in writing authorizing one person to act as agent for another. principal's writing appointing an agent power of attorney is revoked on death of principal by operation of law. power of attorney can be general (full) or special (limited)

When the principal behaves in a way or makes statements that mislead a third party into mistakenly believing that the agent has authority, this authority is called ________ authority

apparent

Proxy wars

attempt by competing sides to secure majority of stockholders' votes

Secondary boycott

attempt by employees to stop third party to a labor dispute from dealing with employer

Customary authority

authority an agent possesses by custom

A stockholder's execution of a proxy:

authorizes another to vote for the stockholder

Factor

bailee seeking to sell property on commission

If an agent was negligent in the course of employment and caused injury to a third party

both the agent and principal are liable

Unlimited liability

business debts payable from personal assets

Joint venture

business relationship similar to partnership, except existing only for a single transaction

Rules enacted by the board of directors to govern the conduct of the corporation are the ________.

bylaws

The declared money value of a corporation's outstanding stock is its ________ stock.

capital

Limited liability

capital contribution is maximum loss

Dividends are paid by:

cash, stock, or other property

Dissolution of a Partnership

change in relation of partners by elimination of one partner

A corporation with a very small number of shareholders is a ________ corporation

close

Consolidation

combining two corporations to form a new one

The stock that entitles its owner to vote for members of the board of directors is called ________ stock

common

Payment to the agent set on a contingent basis is called ________

compensation

Ratification

confirming an act which was executed without authority or an act which was voidable adult indicating contract made while a minor is binding approval of unauthorized act

Combining two corporations to form a new one is called a/n ________.

consolidation

The shareholders of ACME Corp. and Belco Corp. have voted in favor of combining their corporations. Pursuant to this combination, ACME Corp. and Belco Corp. will be terminated, and a new corporation, Cactus Inc., will be created. This combination is

consolidation

Ultra Vires Contracts

contract exceeding a corporation's powers

Agency

contract under which one party is authorized to contract for another

An association of people created by law into a separate legal entity is called a ________.

corporation

Stock corporation

corporation in which ownership is represented by stock

Piercing the corporate veil means:

courts will sometimes ignore the corporate entity protection

A general agent has authority that one in his or her position usually possesses. This authority is known as ________ authority.

customary

Capital stock

declared value of outstanding stock

Foreign corporation

designation that applies when a corporation operates in any state other than where it is chartered corporation chartered under the laws of another state

Voting trust

device whereby stock is transferred to trustee to vote its shares for two or more shareholders

Prospectus

document giving specified information about a corporation

Articles of incorporation

document stating facts about a corporation as required by law and for issuance of a charter

Among the common duties that partners owe to each other include

duty to exercise loyalty and good faith.

Fellow-servant

employee with the same status and working with another worker

Shop right

employer's right to use employee's invention without payment of royalty

When an employer-employee situation has an indefinite length for the contract and either the employer or employee may terminate employment for any reason or for no reason at all, it is called:

employment at will

Employment at will

employment terminable by employer or employee for any reason

Joint-stock companies

entity that issues shares of stock, but investors have unlimited liability association where the stock shares are transferable and control is delegated to a group or board

An agency which arises when a person leads another to believe a third party is an agent is an agency by ________.

estoppel

When the conduct of people who are not partners seems to mislead others into thinking they are partners, there is a partnership by ________

estoppel

Prima facie evidence

evidence sufficient on its face, if uncontradicted

An employer has the duty of:

exercising reasonable care.

Durable power of attorney

exists when a person executes a power of attorney which will become or remain effective in the event he or she should later become disabled written appointment of agency that survives incapacity of principal

What three types of powers does a corporation have?

express, incidental, and implied

A bailee who seeks to sell the bailed property on commission is a/n ________

factor

Factor del credere

factor who sells on credit and guarantees price will be paid

Disparate impact

fair policy disproportionately affecting a protected class of persons

A corporation may be created by an informal agreement by private individuals - t/f

false

A corporation must be bound by all the contracts made by the promoter - t/f

false

A minor may not be a partner - t/f

false

A partnership must be formed by a written agreement - t/f

false

A person can delegate anything to an agent - t/f

false

A principal has the right to terminate the agency at any time. - t/f

false

A public corporation is one that is traded publicly on the New York Stock Exchange - t/f

false

A special agent is one authorized to carry out the principal's business. - t/f

false

ADA stands for Americans with Dysfunctional Aptitudes - t/f

false

All children under the age of 16 are prohibited from being employed. - t/f

false

All corporations must file with the Securities and Exchange Commission - t/f

false

All federal laws apply to all employees. - t/f

false

All partnership decisions are made by majority vote. - t/f

false

Articles of partnership hardly ever state how partners will share profits and losses. - t/f

false

Bankruptcy of a principal has no effect in the continuation of an agency - t/f

false

Because of labor legislation, union contracts, employee handbooks, and at-will employment laws, employees have little job security - t/f

false

By definition, a partnership must be comprised of at least four people - t/f

false

Common law governing the relationship between employers and employees has not been modified much by statute - t/f

false

Destruction of the subject matter usually does not destroy the agency relationship. - t/f

false

Directors can vote by proxy - t/f

false

Discretionary instructions must be carried out to the exact letter. - t/f

false

Dissolution relieves partners from their duties to each other - t/f

false

Employers are not required to keep records of work-related injuries or illnesses. - t/f

false

Gilmon was a partner in G and S Partnership, and he properly withdrew from the partnership. By withdrawing, Gilmon forfeited his right to be paid his contributions and share of undistributed profits due him before his withdrawal - t/f

false

If Juan and Sebastian want to form a partnership, they must draw up a written partnership agreement if the partnership is to be enforceable - t/f

false

If insufficient assets are in the company's coffers to pay creditors upon dissolution, all stockholders are personally liable - t/f

false

Immediately after dissolution of a partnership, the business must close its doors. - t/f

false

In a discrimination case, a short person could recover if she was discriminated against because of her height while interviewing for a department store sales clerk position. - t/f

false

It is always necessary to terminate the partnership business when a partner is expelled - t/f

false

It is illegal for a corporation to issue shares of stock without par value - t/f

false

Most businesses can operate without the use of agency - t/r

false

Nobody needs to know when a partnership is dissolved; it is nobody else's business but the partners involved. - t/f

false

One of the objectives of the federal Fair Labor Standards Act is to ensure that all people are employed. - t/f

false

Owners of a corporation are called stakeholders. - t/f

false

Preferred stockholders can vote at the annual stockholders' meeting - t/f

false

Restrictive smoking legislation is uniform around the country - t/f

false

Similar to a partnership, a corporation need not have a corporate name. - t/f

false

Stockholders must be present at a stockholders' meeting in order to vote. - t/f

false

The ADA requires employers to provide reasonable accommodation for employees who use illegal drugs. - t/f

false

The FLSA pertains to all businesses - t/f

false

The Occupational Safety and Health Act applies to all private and governmental employers - t/f

false

The Securities Investor Protection Act of 1970 prevents fraud through the sale of worthless stocks and bonds - t/f

false

The Uniform Partnership Act requires that a partnership register a company name. - t/f

false

The management of a corporation may solicit proxies by any means possible. - t/f

false

The partnership is the simplest and most common form of business - t/f

false

The preferred stockholders manage the corporation - t/f

false

Title 18 of the Civil Rights Act of 1948 applies to employers and labor unions - t/f

false

When two partners decide a third partner is mentally incompetent to perform her duties, the two partners can expel the third partner, claiming she is insane. - t/f

false

Immigration Reform Act

federal legislation requiring employers to check job applicants' papers to be sure they are either U.S. citizens or aliens authorized to work in the U.S.

Civil Rights Act of 1964

federal legislation that prohibits discrimination on the basis of race, color, religion, sex, or national origin

Age Discrimination in Employment Act

federal legislation that requires employers to treat applicants and employees equally regardless of age

An employee with the same status and working with another worker is called a ________.

fellow servant

The failure of a partnership to make a profit is known as ________

futility

Attorney in fact

general agent appointed by a written authorization

Agents may be classified as ________.

general and special

Protected class

group protected by anti-discrimination laws

Federal income tax withholding

he amount that an employer must withhold from an employee's pay for income tax purposes

An agreement between a union and an employer in which the employer will not use nonunion material is a ________.

hot cargo agreement

Partnerships are dissolved by operation of the law in cases of ________

illegality

The right of the agent to be reimbursed by the principal for a loss incurred by the agent while carrying out his or her agency duties is the right to ________

indemnification

A/n ________ is one who contracts to perform some tasks for a fixed fee.

independent contractor

Disparate treatment

intentional discrimination against a particular individual because of membership in a protected class

A business relationship in which two or more people combine their labor or property for a single undertaking is called a ________.

joint venture

Fictitious name registration statute

law requiring operator of business under assumed name to register with the state

Americans with Disabilities Act

legislation that guarantees disabled people equal access to employment, as well as access to public places

Polygraph

lie detector

A partnership in which at least one partner's liability is fixed at the amount of the capital contribution is called a/n ________ partnership.

limited

A business organization similar to the partnership but without the disadvantage of unlimited liability is called a ________.

limited liability company

Directors may be held personally liable for:

losses on loans of corporate funds to officers or directors

The duty of an agent to promote the principal's interests to the utmost is ________.

loyalty

Partners

member of partnership

Quorum

minimum number of shares required to be represented to lawfully transact business

One reason a partnership may be dissolved by court decree would be ________ of a partner.

misconduct

Limited Liability Companies

newest form of business ownership recognized in the United States combines features of both a corporation and partnership partnership-type organization with limited personal liability

Stock to which no face value has been assigned is called ________ stock.

no-par

A partnership devoted to professional services is called a ________.

nontrading partnership

The duty of an agent to carry out the principal's instructions is called ________.

obedience

Insiders

officer, director, or owner of more than 10 percent of stock or any other class of securities of a corporation

Prima facie

on the face of it

How often must corporations hold a meeting of the stockholders?

once a year

Special agents

one authorized by the principal to execute specific act(s) agent authorized to transact specific act or acts

Merger

one corporation absorbed by another

Trading partnerships

one engaged in buying and selling merchandise

Not-for-profit corporations

one formed by private individuals for charitable, educational, religious, social, or fraternal purposes

For profit corporations

one organized to run a business and earn money

Alien corporation

one that is incorporated in a foreign country corporation chartered in another country

Domestic corporation

one which operates in the state that granted the charter one chartered in the state of incorporation

Subscribers

one who agrees to buy stock in proposed corporation

Independent contractor

one who contracts to perform certain tasks for a set fee, but who is independent of the control of the contracting party as to a means by which the contract is executed, except for specifications established in the contract one who contracts to do jobs and is controlled only by specifications of contract

General agents

one who is authorized to execute the principal's business of a particular kind, or all the principal=s business at a particular place, if not all of one kind agent authorized to carry out particular kind of principal's business or all of a principal's business at a certain place

Promoters

one who takes initial steps to form corporation

Equal Pay Act

outlaws discrimination in pay based on the sex of the worker

The Fair Labor Standards Act

outlaws discriminatory practices in pay; requires employers to pay a minimum wage to employees and to pay a minimum of one and one-half of the regular wage rate for any hours beyond forty worked in a week

Proprietor

owner of sole proprietorship

Tenancy in Partnership

ownership of a partner in partnership property

Secret partner

partner active in a business but unknown to the public

Dormant partner (sleeping partner)

partner unknown to public with no part in management

Limited partner

partners who have their liability for the firm's debts limited to the amount of their investments partner who takes no active part in management and whom the public knows as a partner

Nontrading partnerships

partnership devoted to professional services

Ordinary partnerships (general partnerships)

partnership with no limitation on rights and duties of partners

Limited partnerships

partnership with partner whose liability is limited to capital contribution and who is not viewed as an active business manager

Incorporators

people initially forming a corporation

Employees have a duty to employers to:

perform the job honestly and ethically.

Proxy

person authorized to vote for another written authorization to vote for another

Whistle blower

person who exposes wrongdoing in an organization

Nominal partner

person who pretends to be a partner or permits others to represent him or her as a partner

A lie detector device is called a ________

polygraph

When new stock is issued by a corporation, the right to subscribe to the shares in proportion to the shares already owned is called a ________.

preemptive right

When evidence is proof of something in the absence of other evidence, it is said to be ________ evidence.

prima facie

A person who appoints another to enter into contracts with third parties is called a ________.

principal

Collective bargaining

process by which employer and union negotiate and agree on terms of employment

Short-swing shift

profits ma

Quasi-public corporations

public body with powers similar to a corporation's

A public body that is not a true corporation but has powers similar to a corporation is called a/n ________ corporation

quasi

A ________ is a minimum number of shares that must be represented in order that business in a stockholders' meeting may be lawfully conducted

quorum

The approval by one person of the unauthorized act of another done in the former's name is called ________.

ratification

Preemptive right

right to purchase new shares in proportion to shares owned

The two types of instructions an agent may receive from the principal are ________

routine and discretionary

Bylaws

rules enacted by directors to govern a corporation's conduct

An attempt by employees to stop third parties in dealing with the employer is called a/n ________.

secondary boycott

Profits made by an insider buying and selling a corporation's stock in six months is called ________ profits

short-swing

A partner who takes no part in the firm is called a ________ partner.

silent

Blue-sky laws

state laws to protect the public by preventing the sale of worthless stocks and bonds

Preferred stock

stock giving special advantage as to payment of dividends, upon liquidation, or both

Cumulative preferred stock

stock on which all dividends must be paid before common dividends can be paid

Noncumulative preferred stock

stock on which current dividends must be paid before common dividends are paid

Nonparticipating preferred stock

stock on which maximum dividend is stated percentage of stock

Watered stock

stock paid for with property of inflated value stock issued by a corporation as being fully paid when in fact, it is not

Treasury stock

stock reacquired by a corporation

Common stock

stock that entitles owner to vote

Participating preferred stock

stock that shares with common stock in extra dividends

Par-value stock

stock with an assigned face value

No-par-value stock

stock without face value

Cumulative voting

stockholder votes for directors of corporation and has votes equal to company shares owned times the number of directors to be elected

A temporary, concerted action of workers to withhold their services from their employer is a ________

strike

What would not be considered a major life activity for ADA purposes?

swimming

Winding up

taking care of outstanding obligations of a partnership and distributing remaining assets

Strike

temporary, concerted action of workers to withhold their services from an employer

In a/n ________ in partnership, each partner owns and can sell only a pro rata interest in the partnership as an entity

tenancy

Dissolution

termination of corporation's operation except activities needed for liquidation of the corporation

Equal Employment Opportunity Act

the absence of employment discrimination based on race, color, religion, sex, or national origin

Apparent authority

the authority an agent is believed by third parties to have because of the behavior of the principal

Express authority

the authority of an agent, stated in the document or agreement creating the agency

Revocation

the omission, annulment, or cancellation of an instrument, act, license, or promise by one doing or making the offer

Employer

the party who employs employees to do certain work

Employee

the person hired to perform work and who is obligated both as to the work to be done and as to the manner in which it is to be performed one who is under the control and direction of an employer with regard to the performance of employment

Authority

the power to act for someone else

Partnership

the voluntary association of two or more people who have combined their resources to carry on as co-owners of a lawful enterprise for their joint profit

Corporation charter

the written application for permission to incorporate that is approved by a state official

Respondeat superior

theory imposing liability on employers for torts of employees

Shareholders (stockholders)

those having title to one or more shares of stock in a corporation combined, they represent ownership of the corporation person who owns stock

General partner

those individuals actively and openly engaged in the business and held out to everyone as a partner

Notice of dissolution is not necessary to ________

those who were partners in the past

A commission merchant who sells on credit and guarantees to the principal that the purchase price will be paid is called a factor del credere. - t/f

true

A corporation can sue and be sued. - t/f

true

A corporation has a right to exist continually for the length of time stated in the state charter or until dissolved - t/f

true

A foreign corporation would be a company that was chartered in Arizona but did business in Colorado, New Mexico, and Utah - t/f

true

A major breach of the partnership agreement may justify dissolution of the partnership - t/f

true

A partnership can act as an agent. - t/f

true

A principal's money should be deposited in a bank account separate from the agent's account - t/f

true

A sole proprietorship has one owner but can have one or more employees - t/f

true

A stock certificate indicates the manner in which the stock may be transferred to another party - t/f

true

After dissolution, existing contracts must be performed as originally planned. - t/f

true

An employee who is paid commission cannot earn less than the minimum wage. - t/f

true

An ordinary partnership has no limitation on the rights and duties of the partners - t/f

true

At common law, an employee who suffered an injury because the employer failed to provide enough employees to safely perform a job could sue an employer. - t/f

true

Corporations need to use a corporate seal when executing written instruments that require the use of a seal when executed by natural individuals - t/f

true

Cumulative preferred stock is preferred stock on which dividends must be paid before the common stocks receive any dividends. - t/f

true

Each partner has the duty to inform the other partners about matters relating to the partnership. - t/f

true

Every agency relationship involves at least three parties. - t/f

true

For safety reasons, the courts have allowed companies to perform random drug testing. - t/f

true

Incapacity of the principal does not terminate all agencies. - t/f

true

Myers, Jackson, and Mimbahtu form a partnership. Jackson wants to withdraw for personal reasons. Jackson can withdraw without liability if the partnership agreement did not set a dissolution date - t/f

true

Par value stock has a certain price assigned to and printed on the stock - t/f

true

The Equal Pay Act prohibits employers from discriminating on the basis of sex by paying female employees at a rate less than the rate at which male employees are paid for equal work. - t/f

true

The FSLA does not cover executives and administrators. - t/f

true

The Federal Employers Liability Act applies to common carriers engaged in interstate commerce - t/f

true

The LMRA prohibits unions from picketing an employer to force bargaining with an uncertified union - t/f

true

The SIPC administers a fund that pays certain customer claims against stockbrokers and dealers who are members of the SIPC - t/f

true

The agency relationship imposes upon both principal and agent certain duties and obligations to third parties. - t/f

true

The bill of rights provision of the Labor-Management Reporting and Disclosure Act guarantees union members the right to express any views or opinions at union meetings - t/f

true

The board of directors is primarily a policy-making body. - t/f

true

The board of directors selects the corporate officers - t/f

true

The contract of agency determines the compensation due an agent - t/f

true

The length of the contract of employment is not always implied by the terms of compensation. - t/f

true

Title VII provides protection from unwelcome sexual advances that create a hostile work environment. - t/f

true

Two popular types of stock are common stock and preferred stock. - t/f

true

Workers' compensation laws allow recovery by an employee for injuries that arise within the course of the work from a risk involved in that work regardless of negligence - t/f

true

A contract entered into by a corporation that goes beyond its powers is a/n ________ contract.

ultra vires

Renunciation

unilateral act of holder giving up rights in the instrument or against a party to it

A work setting in which all employees must be union members is called a/n ________.

union shop

Share

unit of stock

Union shop

work setting in which all employees must be union members