GBU 6552 Final (Chapters 31,33,34,36,39)

Revised Model Business Corporation Act (RMBCA)

A 1984 revision of the MBCA that arranges the provisions of the act more logically, revises the language to be more consistent, and makes substantial changes in the provisions

Employee Retirement Income Security Act (ERISA)

Act that established uniform minimum standards for employer-sponsored retirement and health and welfare benefit programs.

Pregnancy Discrimination Act

Act that prohibits discrimination on the basis of pregnancy, childbirth, or related conditions.

color discrimination

Employment discrimination against a person because of his or her color.

hostile work environment

Telling lewd jokes, displaying pornography, making sexually oriented remarks about someone's personal appearance, and other sex-related actions that make the work environment unpleasant.

winding up

The process of liquidating a partnership's assets and distributing the proceeds to satisfy claims against the partnership

Genetic Information Nondiscrimination Act (GINA)

U.S act that prohibits discrimination against individuals on the basis of their genetic information in both employment and health insurance.

reasonable accommodation for disability

Under Title I of the ADA, an employer's duty to reasonably accommodate an individual's disability if doing so does not cause an undue hardship on the employer

reasonable accommodation for religion

Under Title VII, an employer's duty to reasonably accommodate the religious observances, practices, or beliefs of its employees if doing so does not cause an undue hardship on the employer.

Right to share in profits

Unless otherwise agreed, the UPA mandates that a general partner has the right to an equal share in the partnership's profits and losses

Form I-9 (Employment Eligibility Verification)

Used to verify the identity and employment authorization of individuals hired in the United States. Includes both citizens and noncitizens.

EB-1 Extraordinary Ability Visa

a visa that allows U.S. employers to employ foreign nationals in the US who possess exceptional qualifications for certain types of employment.

H1-B Foreign Guest Worker visa

a visa that allows U.S. employers to employ foreign nationals in the United States who are skilled in specialty occupations.

EB-5 investor visa program

a visa that permits persons who invest a required amount of money in a commercial enterprise located in the US.

closely held corporation

corporation that issues stock to only a few people, often family members

Religious Discrimination

discrimination against a person because of his or her religion or religious practices

gender identity discrimination

discrimination against an individual because the victim is transgender

Social Security

federal program of disability and retirement benefits that covers most working people

unlimited personal liability

A situation in which the sole proprietor is personally liable for all the business's debts

right to participate in management

A situation in which, unless otherwise agreed, each partner has a right to participate in the management of a partnership and has an equal vote on partnership matters.

Title I of the ADA

A title of a federal statute that prohibits employment discrimination against qualified individuals with disabilities in regard to job application procedures, hiring, compensation, training, promotion, and termination.

General partnership agreement

A written agreement that partners sign to form a general partnership.

corporate officers

Employees of a corporation who are appointed by the board of directors to manage the day-to-day operations of the corporation

Equal Employment Opportunity Commission

Federal agency created to enforce the Civil Rights Act of 1964, which forbids discrimination on the basis of race, creed, national origin, religion, or sex in hiring, promotion, or firing.

Title VII of the Civil Rights Act of 1964

Forbids discrimination on the basis of sex, race, color, religion, or national origin in all areas of the employment relationship

Civil Rights Act of 1866

Passed by Congress on 9th April 1866 over the veto of President Andrew Johnson. The act declared that all persons born in the United States were now citizens, without regard to race, color, or previous condition.

corporation codes

State statutes that regulate the formation, operation, and dissolution of corporations

F-1 Visa

Students entering the US to pursue a full course of study in a authorized educational institute issued "Duration of stay" ;

sole proprietor

The owner of a sole proprietorship

general duty standard

an OSHA standard that requires an employer to provide a work environment free from recognized hazards that are causing or are likely to cause death or serious physical harm to employees

at-will employee

an employee who can quit or be terminated at any time and for any reason; an employee who has no union or other contract protection; cannot be discharged for refusing to perform illegal act

Bona Fide Occupational Qualification (BFOQ)

an exception in employment law that permits sex, age, religion, and the like to be used when making employment decisions, but only if they are "reasonably necessary to the normal operation of that particular business." BFOQs are strictly monitored by the Equal Employment Opportunity Commission

employment-related injury

an injury to an employee that arises out of and in the course of employment

sexual orientation discrimination

discrimination based on sexual identity

term employee

employees who have employment contracts with an employer for a stated time.

national origin discrimination

employment discrimination against a person because of his or her heritage, cultural characteristics, or the country of the person's ancestors

Race Discrimination

employment discrimination against a person because of his or her race

Professional Corporation

form of ownership allowing professionals to take advantage of corporate benefits while granting them limited business liability and unlimited professional liability

racial harassment

harassment in the workplace based on race, such as ethnic slurs, derogatory comments, or other verbal or physical harassment that creates an intimidating, hostile, or offensive working environment or that interferes with an individual's work performance

Workers' Compensation Insurance

insurance carried by employers for employees who suffer a job-related illness or injury

Unemployment Compensation

is an insurance program that provides temporary income for qualified individuals who are unemployed through no fault of their own.

Equal Pay Act

made it illegal for employers to pay female workers less than men for the same job

shareholders

owners of a corporation

General Partnership

partnership in which partners share equally in both responsibility and liability

Family and Medical Leave Act

provides eligible employees with unpaid, job-protected leave for certain family or medical conditions.

gender harassment

sexist remarks or behavior based on stereotypes of the sexes, including making sexist jokes, displaying nude photographs, and making comments about another's body.

dissolution

the breaking up into parts; termination of a legal bond or contract

Duty of Care

the obligation people owe each other not to cause any unreasonable harm or risk of harm

Indemnification

the right of a partner to be reimbursed for expenditures incurred on behalf of the partnership

Equal Opportunity in Employment

the rights of all employees and job applicants (1) to be treated without discrimination and (2) to be able to sue employers if they are discriminated against

Right of Survivorship

the rights of surviving partners in a joint tenancy to divide the interests of a deceased partner

Sole Proprietorship

A business owned by one person

Government owned corporation

A corporation formed to meet a specific governmental or political purpose.

Duty of Loyalty

A duty that a partner owes not to act adversely to the interests of the partnership

not-for-profit corporation

An organization formed to serve some public purpose rather than for financial gain.

gender discrimination

Any practice, policy, or procedure that denies equality of treatment to an individual or to a group because of gender.

genetic information discrimination

Discrimination based on information from which it is possible to determine a person's propensity to be stricken by diseases.

disparate-impact discrimination

Discrimination that results from certain employer practices or procedures that, although not discriminatory on their face, have a discriminatory effect.

specific duty standards

OSHA standards that set safety rules for specific equipment, procedures, types of work, unique work conditions, and so on

joint liability

Shared liability. In partnership law, partners incur joint liability for partnership obligations and debts. For example, if a third party sues a partner on a partnership debt, the partner has the right to insist that the other partners be sued with him or her.

Corporation

a company or group of people authorized to act as a single entity (legally a person) and recognized as such in law.

foreign corporation

a corporation in any state in which it does business except the one in which it is incorporated

domestic corporation

a corporation in the state in which it is incorporated

national origin harassment

offensive or derogatory remarks about a person's national origin, offensive name calling , or the display of symbols

Alien Corporation

one that is incorporated in a foreign country

Uniform Partnership Act

act ordering common ownership interests, profit and loss sharing, and shared management responsibilities in a partnership

Qualified individual with a disability

a person who has a physical or mental impairment that substantially limits a major life activity who, with or without reasonable accommodation, can perform the essential functions of the job that person desires or holds

gender indentity

a person'e psychological sense of being male or female

sexual orientation

a person's sexual identity in relation to the gender to which they are attracted; the fact of being heterosexual, homosexual, or bisexual.

wrongful dissolution

a situation in which a partner withdraws from a partnership without having the right to do so at that time

B-1 Visa

a visa issued to persons seeking temporary entry to the United States for business purposes.

B-2 Visa

a visa issued to persons seeking temporary entry to the United States for tourism and nonbusiness purposes.

Fair Labor Standards Act

1938 act which provided for a minimum wage and restricted shipments of goods produced with child labor

Age Discrimination in Employment Act

1967 law that prohibits discrimination of employees 40 years and up.

publicly held corporation

A corporation that may have thousands of stockholders and whose stock is traded on a national securities market.

duty to inform

A duty a partner owes to inform his or her co-partners of all information he or she possesses that is relevant to the affairs of the partnership.

Duty of Obedience

A duty that requires partners to adhere to the provisions of the partnership agreement and the decisions of the partnership

U.S. Citizenship and Immigration Services

A federal agency empowered to enforce U.S. immigration laws

Older Workers Benefit Protection Act (OWBPA)

A federal statute that prohibits age discrimination regarding employee benefits

disparate-treatment discrimination

A form of employment discrimination that results when an employer intentionally discriminates against employees who are members of protected classes.

Action for an accounting

A formal judicial proceeding in which the court is authorized to (1) review the partnership and the partners' transactions and (2) award each partner his or her share of the partnership assets.

unlimited personal liability of a general partner

A general partner's personal liability for the debts and obligations of the general partnership.

limited liability of shareholders

A general rule of corporate law that provides that generally shareholders are liable only to the extent of their capital contributions for the debts and obligations of their corporation and are not personally liable for the debts and obligations of the corporation

board of directors

A group of people elected by the stockholders of a corporation to set the policies for the corporation.

Joint and Several Liability

A legal concept that makes each partner in a partnership legally liable for all the debts of the partnership.

right to sue letter

A letter that is issued by the EEOC if it chooses not to bring an action against an employer that authorizes a complainant to sue the employer for employment discrimination

Promoter

A person or persons who organize and start a corporation, negotiate and enter into contracts in advance of its formation, find the initial investors to finance the corporation, and so forth.

Entrepreneur

A person who organizes, manages, and takes on the risks of a business.

Affirmative Action

A policy designed to redress past discrimination against women and minority groups through measures to improve their economic and educational opportunities

Partnership for a term

a partnership created for a fixed duration

partnership at will

a partnership created with no fixed duration

Lilly Ledbetter Fair Pay Act

Changes the statute of limitations on pay discrimination to 180 days from each paycheck

General Partner

a person who assumes full or shared responsibility for operating a business

Optional Practical Training

This is a benefit of F-1 non-immigrant visa status that allows students to work off-campus in a field related to their area of study.

for-profit corporation

a corporation whose objective is to make a profit

Occupational Safety and Health Act

a federal act enacted in 1970 that promotes safety in the workplace

Americans with disabilities Act of 2008

a federal act that amends the ADA by expanding the definition of disability, requiring that the definition of disability be broadly construed, and requiring common sense assessments in applying certain provisions of the ADA.

Occupational Safety and Health Administration (OSHA)

a federal administrative agency that is empowered to enforce the Occupational Safety and Health Act.

Consolidated Omnibus Budget Reconciliation Act (COBRA)

a federal law that permits employees and their beneficiaries to continue their group health insurance after an employees employment has ended.

American with Disabilities Act

a federal statute prohibiting discrimination against the disabled in employment, public transportation, telecommunications services, and public accommodations and services operated by private entities