Glossary of 347- Business Law terms
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- Burden of proof
- It may describe the party at a trial with the burden of coming forward with evidence to establish a fact. The term also describes the party with the burden of persuasion. This party must convince the judge or jury of the disputed facts in issue or else lose that issue. There are various degrees of proof. See also Beyond a reasonable doubt, Preponderance of evidence, and Clear and convincing proof
- Clayton Act
- Legislation passed in 1914 that exempts labor unions from the Sherman Act. This law expanded the national antitrust policy to cover price discrimination, exclusive dealings, tying contracts, mergers, and interlocking directors.
- Celler-Kefauver Amendment
- Passed in 1950 to amend the Clayton Act by broadening the scope of Section 7 on mergers and acquisitions.
- A person who owns 10 percent or more of a company or who is a director or officer of the company; a term used in securities law. This term is also used to describe a person possessing nonpublic information.
- Eminent domain
- The government's constitutional power to take private property for public use upon the payment of just compensation.
- A business organization involving two or more persons agreeing to conduct a commercial venture while sharing its profits and losses.
- A condition when a federal statute or administrative rule governs an issue to the extent that a state or local government is prohibited from regulating that area of law.
- Sole proprietorship
- The simplest form of business organization, created and controlled by one owner
- Sarbanes-Oxley Act of 2002
- The law enacted to correct inadequacies in the law that existed and allowed numerous examples of corporate fraud. In essence, through increased criminal sanctions and specific requirements, this law attempts to make corporate CEOs more responsible.
- Uniform Commercial Code (UCC)
- The most successful attempt to have states adopt a uniform law. This code's purpose is to simplify, clarify, and modernize the laws governing commercial transactions.
- Sherman Act
- An 1890 congressional enactment designed to regulate anticompetitive behavior in interstate commerce
- Supremacy clause
- Article VI of the U.S. Constitution, which states that the Constitution, laws, and treaties of the United States shall be the "supreme law of the land" and shall take precedence over conflicting state laws
- Bona fide occupational qualification (BFOQ)
- A qualification that permits discriminatory practices in employment if a person's religion, sex, or national origin is reasonably related to the normal operation of a particular business.
- An ethical system that affirms an absolute morality. Also called deontology
- A legally enforceable promise.
- A statutorily created property in a mark, word, picture, or design that attaches to goods and indicates their source.
- Trademark dilution
- Using someone's trademark in such a way so as to reduce the value of the trademark's significance, reputation, and goodwill even if the public is not confused by the use.
- Wagner Act
- The federal law passed in 1935 that recognizes employees' rights to organize. This law also created the National Labor Relations Board and defined unfair labor practices by management. It is formally known as the National Labor Relations Act.
- An intentional, unpermitted, offensive contact or touching.
- Exclusive remedy rule
- The rule that limits an injured employee's claim against the employer to worker's compensation
- A combination or agreement between two or more persons for the commission of a criminal act
- Civil rights
- The area of law designed to protect an individual's right to freedom from discrimination. In employment, this area of law prohibits unequal treatment based on race, color, national origin, religion, and sex.
- A written question propounded by one party to a lawsuit to another; a type of discovery procedure
- A discovery process outside the court's supervision that involves the sworn questioning of a potential witness. This oral questioning is reduced to a written form so that a record is established.
- Submission of a dispute to an extrajudicial authority for decision.
- Goal of Labor Law
- It is successful collective bargaining: includes wages to be paid to workers, hours to be worked, and other terms and conditions of employment
- Collective Bargaining
- The process by which labor and management negotiate and reach agreement on matters of importance to both.
- Factors for Selecting Business Organizations
- Cost of creating the org
The continuity or stability of the org
Control of decisions
Personal liability of the owners
Taxation of the org’s earnings and its distribution of profits to the owners
- White-collar crime
- Violations of the law by business organizations or by individuals in a business-related capacity; committed to obtain money, property, or services
- Crime Classifications
- A criminal offense of a serious nature, generally punishable by death or imprisonment in a penitentiary; to be distinguished from a misdemeanor
- A criminal offense of less serious nature than a felony, generally punishable by fine or jail sentence other than in a penitentiary
- Polygraph Testing
- Private employers generally are forbidden from using lie detector tests while screening job applicants; current employees may not be tested randomly but may tested as a result of a specific incident or activity that causes economic injury or loss to employer’s business.
- Broadened coverage by including not only businesses engaged in interstate commerce but also businesses engaged in activities that affect commerce.
1st the amendment plugged the stock v. assets loophole.
- An artificial, but legal, person created by state law. As a business organization, the corporation's separation of owners and managers gives it a high level of flexibility
- Limited partnership
- A partnership in which one or more individuals are general partners and one or more individuals are limited partners. The limited partners contribute assets to the partnership without taking part in the conduct of the business. Such individuals are liable for the debts of the partnership only to the extent of their contributions
- Limited liability company (LLC)
- A type of business organization that has characteristics of both a partnership and a corporation. The owners of an LLC are called members, and their personal liability is limited to their capital contributions. The LLC, as an organization, is not a taxable entity
- Limited liability partnership
- A hybrid business partnership
- S corporation
- A business organization that is formed as a corporation but, by a shareholders' election, is treated as a partnership for taxation purposes
- Antitrust Laws
- Enforced by the federal and state governments and by private parties; FTC and Department of Justice.
- Public Company Accounting Oversight Board
- Is a 5 member panel appointed by the SEC commissioners. This board reports to the SEC as opposed to having its own standing as an administrative agency. Related with Sar-Ox, requires members to of corporate audit committees must be independent; certify financial statements
- Ethics Officers
- Adopted by the IFA, officers of the association indicated that an important reason for adopting the new code was to head off government regulation of franchising through self policing.
- Reasonable accommodation
- The actions that an employer must take under Title VII of the Civil Rights Act and under the Americans with Disabilities Act to adapt employment conditions to an employee's religious belief or disability
- Social Security Act
- Provides unemployment compensation and disability benefits
- Fair Labor Standards Act
- Provides restrictions on child labor, hourly minimum wage and maximum hours before overtime is owed
- Attorney’s duties to client
- To be the administratin of justice; should oversee that proceedings are conducted in a dignified and orderly manner and that issues are tried on their merits only; fidelity, loyalty, and integrity.
- Securities Act of 1933
- The federal law that regulates (through disclosure requirements) the initial sale of securities to the public
- Appellate court
- A court that decides whether a trial judge has made a mistake of law
- Circuit court
- This term frequently is used to describe two distinct courts. First, the appellate courts in the federal court system often are called circuit courts of appeals. Second, the trial courts of general subject matter jurisdiction in some state court systems also are referred to as circuit courts
- Types oF courts
- Small-claims court
- A court of limited jurisdiction, usually able to adjudicate claims up to a certain amount, such as $3,000, depending on the state
- Trial court
- The level of any court system that initially resolves the dispute of litigants. Frequently, but not always, a jury serves as a fact-finding body while the judge issues rulings on the applicable law
- Supreme Court
- The highest appellate court
- Dispute Resolution
- Negotiated Settlement
- Positional Bargaining
- Dispute Resolution - parties state their respective expectations
- An alternative to litigation whereby a third party attempts to assist the disputing parties in reaching a settlement. The third-party mediator lacks authority to impose on the parties a binding solution to the dispute
- An individual who assists disputing parties in their efforts to resolve their differences. Mediators must rely on their persuasive abilities since they have no authority to settle the dispute
- The individual or panel members authorized by disputing parties to resolve a dispute through the arbitration process
- Title VII
- Applies to employers with 15+ employees, labor unions, federal, state and local governments, educational institutions; elimates job discrimination based on color, origin, sex, or religion.
- Request for production of documents
- A method of discovery whereby one party asks the other to provide documents for the requesting party's review
- Service Mark
- A mark associated with a service
- Certification mark
- A mark used by someone other than its owner to certify the quality, point of origin, or other characteristic of goods or services. The Good Housekeeping "Seal of Approval" is an example
- Collective mark
- A mark representing membership in a certain organization or association. The "union label" is an example
- Colored design or shape associated with a product or service.
- Equal Employment Opportunity Commission
- Seeks to prevent discrimination in employment based on race, color, religion, sex, or national origin and other unlawful employment practices
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