Free Essay

Business Law Reading

In:

Submitted By myau
Words 4560
Pages 19
1/29/2015 CHIU LUEN PUBLIC LIGHT BUS CO LTD v. PERSONS UNLAWFULLY
OCCUPYING OR REMAINING ON THE PUBLIC HIGHWAY NAMELY, TH…

Home | Databases | WorldLII | Search | Feedback

Court of First Instance
You are here: HKLII >> Databases >> Court of First Instance >> 2014 >> [2014] HKCFI 1891 Database Search | Name Search | Recent Decisions | Noteup | LawCite | MS Word Format | Context | No Context | Help

CHIU LUEN PUBLIC LIGHT BUS CO LTD v. PERSONS UNLAWFULLY OCCUPYING OR REMAINING ON THE PUBLIC HIGHWAY NAMELY, THE WESTBOUND CARRIAGEWAY OF ARGYLE STREET BETWEEN THE JUNCTION OF TUNG CHOI STREET AND PORTLAND STREET AND/OR OTHER PERSONS HINDERING OR PREVENTING THE PASSING OR REPASSING OF ARGYLE STREET [2014] HKCFI 1891; HCA 2086/2014 (20 October 2014)
HCA 2086/2014 IN THE HIGH COURT OF THE HONG KONG SPECIAL ADMINISTRATIVE REGION COURT OF FIRST INSTANCE ACTION NO 2086 OF 2014 _______________ BETWEEN CHIU LUEN PUBLIC LIGHT BUS COMPANY LIMITED (潮聯公共小型巴士有限公司) and PERSONS UNLAWFULLY OCCUPYING OR REMAINING ON THE PUBLIC HIGHWAY NAMELY, THE WESTBOUND CARRIAGEWAY OF ARGYLE STREET BETWEEN THE JUNCTION OF TUNG CHOI STREET AND PORTLAND STREET AND/OR OTHER PERSONS HINDERING OR PREVENTING THE PASSING OR http://www.hklii.hk/cgi­bin/sinodisp/eng/hk/cases/hkcfi/2014/1891.html?stem=&synonyms=&query=taxi%20drivers%20occupy Plaintiff

Defendant

1/10

1/29/2015 CHIU LUEN PUBLIC LIGHT BUS CO LTD v. PERSONS UNLAWFULLY OCCUPYING OR REMAINING ON THE PUBLIC HIGHWAY NAMELY, TH…

REPASSING OF ARGYLE STREET ____________________ HCA 2104/2014 (HCZZ 136/2014) IN THE HIGH COURT OF THE HONG KONG SPECIAL ADMINISTRATIVE REGION COURT OF FIRST INSTANCE ACTION NO 2104 OF 2014 (INTENDED ACTION NO 136 OF 2014) ____________________ BETWEEN LAI HOI PING (黎海平) (suing on his own behalf and on the behalf of all other members of Hong Kong Taxi Association 香港計程車會) TAM CHUN HUNG (譚駿雄) (suing on his own behalf and on the behalf of all other members of Taxi Drivers and Operators Association 的士司機從業員總會) and PERSONS OCCUPYING PORTIONS OF NATHAN ROAD NEAR TO AND BETWEEN ARGYLE STREET AND DUNDAS STREET TO PREVENT OR OBSTRUCT NORMAL VEHICULAR TRAFFIC FROM PASSING AND REPASSING THE OCCUPIED AREAS ________________ Before : Hon Poon J in Chambers (Open to the public) Date of Hearing : 20 October 2014 Date of Ruling : 20 October 2014 ________________ R U L I N G ________________ 1st Plaintiff

2nd Plaintiff

Defendants

http://www.hklii.hk/cgi­bin/sinodisp/eng/hk/cases/hkcfi/2014/1891.html?stem=&synonyms=&query=taxi%20drivers%20occupy

2/10

1/29/2015 CHIU LUEN PUBLIC LIGHT BUS CO LTD v. PERSONS UNLAWFULLY OCCUPYING OR REMAINING ON THE PUBLIC HIGHWAY NAMELY, TH…

1. These two ex parte applications on notice arose out of the recent public demonstrations in the centre of Mongkok as part of the “Occupy Central” Campaign directed against the constitutional development of Hong Kong by way of civil disobedience. 2. It is the usual practice of the court to hear an ex parte application for injunction (even on notice) in chambers not open to the public. However because of the immense public importance involved in the two applications now before me, I agree with Mr Mok SC for the applicants in one of the applications (HCA 2104/2014) that the hearing should be heard in chambers open to public so that the public is made aware of not only the order that the court is going to make, but also the submissions advanced before the court and the court’s reasoning in arriving at its conclusion; although given the nature of the applications, such reasoning is bound to be brief but I hope succinct. A. PARTIES A1. Parties in HCA 2104/2014 3. The plaintiffs are Mr Lai Hoi­ping and Mr Tam Chun‑hung. 4. Mr Lai is a taxi manager and the chairman of Hong Kong Taxi Association (“HKTA”). Its core function is the management of taxi business in Hong Kong. HKTA has around 400 members, comprising owners and managers of taxis. Each of HKTA’s members who is a manager manages 10 to 50 taxis and in the case of Mr Lai, he manages 30 taxis. There are around 2,000 taxis being operated or managed by HKTA’s members. 5. Mr Tam is a committee member and a member of Taxi Drivers and Operators Association (“TDOA”). TDOA has around 10,900 current taxi driver members. About 80 percent of its members are adversely affected by the “Occupy Central” Campaign. 6. Depending on where the taxi drivers live, some of the taxis mostly operate in Kowloon and some on the Hong Kong side, although they also travel to and from the other side of the Harbour, the New Territories and certain permitted areas of Lantau Island and operate there if required to do so by a customer. 7. Both Mr Lai and Mr Tam sue on behalf of themselves as well as on behalf of the members of their respective associations. 8. The defendants are the persons occupying portions of Nathan Road near to and between Argyle Street and Dundas Street to prevent or obstruct normal vehicular traffic from passing and repassing the area occupied. They seek an injunction to restrain the intended defendants from obstructing that portion of Nathan Road near to and between Argyle Street and Dundas Street. A2. Parties in HCA 2086/2014 9. The plaintiff is Chiu Luen Public Light Bus Company Limited (“Chiu Luen”). 10. Chiu Luen is carrying on the business of organising, managing and providing commute routes of public light buses for the purpose of public transportation. It is responsible for organising, managing and providing commute routes of public light buses and receives a management fee of $1,000.00 from the owners of each public light bus. The owners of the http://www.hklii.hk/cgi­bin/sinodisp/eng/hk/cases/hkcfi/2014/1891.html?stem=&synonyms=&query=taxi%20drivers%20occupy 3/10

1/29/2015 CHIU LUEN PUBLIC LIGHT BUS CO LTD v. PERSONS UNLAWFULLY OCCUPYING OR REMAINING ON THE PUBLIC HIGHWAY NAMELY, TH…

public light buses find self­employed drivers to lease and operate the public light buses and the self­employed drivers of the public light buses are required to pay $1,000.00 per day to lease a public light bus. The drivers of the public light buses act as sole proprietors who drive the light buses along the commute route organised, managed and provided by the plaintiff and receive fares from passengers. 11. Chiu Luen and its predecessor has operated, managed and provided the commute routes from Kwun Tong to Olympic Station in Tai Kok Tsui in a circular manner with 14 stops for over 50 years. 12. The defendants are demonstrators or protestors unlawfully occupying or remaining at the area occupied, that is the westbound carriageway of Argyle Street between the junction of Tung Choi Street and Portland Street in Mongkok. Chiu Luen is seeking an injunction to restrain the defendants from obstructing that passageway. B. BACKGROUND 13. As I have said, these applications arose of the recent “Occupy Central” Campaign which has spilled over from Hong Kong Island to Mongkok. The events that took place since the Campaign began some 20 days ago have been covered by the media closely and extensively and in a real sense have unfolded before the eyes of the public. So for present purposes, I only need to refer to what has been deposed to in the supporting affirmations, in particular paragraphs 6 to 22 of Mr Lai’s affirmation and paragraphs 10 to 15 of Mr Lam Sum­keung’s affirmation. Mr Lam is a director of the Chiu Luen. In the interest of time, I shall not repeat what they have said for the purpose of this judgment. C. DISCUSSION 14. These being ex parte applications for interim injunction, the relevant principles can be found in a recent judgment of Godfrey Lam J in Turbo Top Limited v Lee Cheuk Yan [2013] 3 HKLRD 41 at paragraph 14 : “The principles applicable in relation to interlocutory injunction are not in dispute. The Court has to see whether there are serious issues to be tried, whether damages would be an adequate remedy for either side, and if damages would not be adequate, where the balance of convenience lies in terms of whether or not to grant an interim injunction pending the trial of the matter. In that balancing exercise [the Court] must take into account the interests of the general public as well even though they are not represented before [the Court].” C1. Serious question to be tried 15. I first consider if there is a serious question to be tried. 16. The plaintiffs before me are suing the defendants for public nuisance. The law on public nuisance is well settled. In brief, it is a public nuisance to obstruct or hinder the free passage of the public along a highway by land or water. A private individual has a right of action in respect of a public nuisance if he can prove that he has sustained particular damage other than beyond the general inconvenience and injury suffered by the public, and that the particular damage which he has sustained is direct and substantial. Every person is entitled in law to make reasonable use of highways for the purpose of passing http://www.hklii.hk/cgi­bin/sinodisp/eng/hk/cases/hkcfi/2014/1891.html?stem=&synonyms=&query=taxi%20drivers%20occupy 4/10

1/29/2015 CHIU LUEN PUBLIC LIGHT BUS CO LTD v. PERSONS UNLAWFULLY OCCUPYING OR REMAINING ON THE PUBLIC HIGHWAY NAMELY, TH…

and re‑passing. The use of a highway for any other purpose, such as standing or sitting on, or placing objects, or playing games on, may well amount to a public nuisance if such use is unreasonable. In an action in public nuisance, once the nuisance is proved and the defendant is shown to have caused it, the legal burden shifts to the defendant to justify or excuse himself. If he fails to do so he will be liable. See Clerk & Lindsell on Torts 20th Edition at paras 21­121; DK Srivastava & AD Tennekone on The Lord of Tort in Hong Kong 3rd Ed paras 22.74, 22.85. 17. In Leung Tsang Hung & Another v The incorporated Owners of Kwok Wing House [2007] 10 HKCFAR 480 at para 12, Ribeiro PJ dealt with the offence of public nuisance. In gist his Lordship said that public nuisance is a common law offence, that it is actionable as a tort by an individual who has been caused particular damage over and above the damage suffered by the public at large. His Lordship identified three elements which constituted the tort of public nuisance : (1) A state of affairs which endangers the lives, safety, health, property or comfort of the public, or obstructs the public in the exercise or enjoyment of any right that is common to members of the public. (2) An act or omission committed by the defendants that is causative of particular injury to a member of the public. The injury caused to the plaintiffs must be of a foreseeable type. (3) The defendants knew or ought to reasonably to have known that his act or omission would result in the likely consequence of a nuisance hazard presenting a real risk of harm to the public. 18. On the evidence before me, I agree with Mr Mok’s submissions that a state of affairs has arisen which endangers the comfort and convenience of the property as well as obstructs the public in the exercise of enjoyment of their right to use the areas in question as a two‑way carriageway for normal vehicular traffic. 19. I also accept his submission that the act of occupying the areas concerned and the erecting of barriers and of obstructions thereat are causative of the blockage of a major road in Kowloon causing serious traffic congestion. That obstruction, in conjunction with the occupation of other major roads on Hong Kong Island side, has substantially deterred potential customers, including tourists, from using taxis as a means of transportation both in Kowloon and Hong Kong Island thereby resulting in substantial loss of taxi drivers and taxi managers. That type of injury is clearly foreseeable. 20. The barriers and other obstruction in the areas concerned has the obvious effect of preventing and obstructing the public, including taxi drivers, from using the occupied areas and such barriers and other obstruction might even be hazardous to the public, particularly when it is necessary for emergency vehicles to us the occupy areas to reach those requiring their assistance. I accept Mr Mok’s submissions that it is within the occupiers knowledge that the acts would result in the likely consequence of a nuisance hazard presenting a real risk of harm to the public. 21. Turning to Mr Wong’s clients, I also accept his submissions that the Chiu Luen should be entitled to free passage of the public along the area concerned so that the public light http://www.hklii.hk/cgi­bin/sinodisp/eng/hk/cases/hkcfi/2014/1891.html?stem=&synonyms=&query=taxi%20drivers%20occupy 5/10

1/29/2015 CHIU LUEN PUBLIC LIGHT BUS CO LTD v. PERSONS UNLAWFULLY OCCUPYING OR REMAINING ON THE PUBLIC HIGHWAY NAMELY, TH…

buses in question could make use of the way as part of the route in providing public transportation service to the public. The defendants have created a public nuisance by obstructing and hindering the vehicular movement of the area concerned. 22. I also accept counsel’s submissions that in both cases the activities involved give rise to a host of criminal offences under the Public Order Ordinance and the Summary Offences Ordinance. C2. Adequacy of damages 23. I next consider whether or not damages are a sufficient remedy. I agree with counsel’s submissions that damages in the cases before us are not adequate. Injunction is the proper and effective remedy available to the plaintiffs. C3. Balance of Convenience 24. I now come to the question of balance of convenience. I take into account a number of factors. C3.1 Balancing the public interest involved 25. The right to use public highway in a lawful and reasonable manner for legitimate purposes is a right commonly enjoyed by all members of the public. No one can possibly claim a monopoly of using the public highway in total disregard of the interests of his fellow citizens, no matter how honourable or noble his cause may be. That is so even if the right to demonstration or assembly as guaranteed by the Basic Law is engaged. It is a question of balancing the competing interests and considering what is reasonable in the overall circumstances of the case. 26. I derive support for that proposition from the judgment of the Court of Final Appeal in Yeung May Wan v HKSAR [2005] 8 HKCFAR 137. The majority of the Court of Final Appeal in that case had this to say : “42. It is clear that a person who creates an obstruction cannot be said to be acting without lawful excuse if his conduct involves a reasonable use of the highway or public place. The suggestion in some of the earlier reported cases that the public’s right to use the highway is limited to the right of passage and repassage and acts incidental or ancillary thereto, is too narrow. It is now established that ‘...the public have the right to use the public highway for such reasonable and usual activities as are consistent with the general public’s primary right to use the highway for purposes of passage and repassage.’ 43. Many examples of obstructions which may nevertheless constitute reasonable use of the highway can be found in the two cases...” And examples are given by the Court of Final Appeal and they went on to say at p157B­D : “43. …It seeks to strike a balance between possibly conflicting interests of different users of the highway based on a requirement of reasonableness. Whether any particular instance of obstruction goes beyond what is reasonable is a question of fact and degree depending on all the circumstances, including its extent and duration, the time and place where it occurs and the purpose for http://www.hklii.hk/cgi­bin/sinodisp/eng/hk/cases/hkcfi/2014/1891.html?stem=&synonyms=&query=taxi%20drivers%20occupy 6/10

1/29/2015 CHIU LUEN PUBLIC LIGHT BUS CO LTD v. PERSONS UNLAWFULLY OCCUPYING OR REMAINING ON THE PUBLIC HIGHWAY NAMELY, TH…

which it is done. 44. Where the obstruction in question results from a peaceful demonstration...” And I stress “peaceful demonstration” : “44. ...a constitutionally protected right is introduced into the equation. In such cases, it is essential that the protection given by the Basic Law to that right is recognized and given substantial weight when assessing the reasonableness of the obstruction. While the interests of those exercising their right of passage along the highway obviously remain important, and while exercise of the right to demonstrate must not cause an obstruction exceeding the bounds of what is reasonable in the circumstances, such bounds must not be so narrowly defined as to devalue, or unduly impair the ability to exercise, the constitutional right.” In short, a balancing exercise has to be carried out to balance on the one hand the general public’s right to use the highway and on the other those who are exercising their right to demonstration or assembly on the highway. 27. Having evaluated the overall circumstances, I think the balance tilts in favor of granting the interim injunction so that the rights enjoyed by the plaintiffs to use the areas occupied can be restored. C3.2 Possibility that the court order might not be obeyed 28. I next consider the possibility that the court order might not be obeyed. This is a point raised by Mr Mok in the course of his submissions. He drew my attention to the relevant cases in England. One is the English Supreme Court’s decision in Secretary of State for the Environment, Food and Rural Affairs v Meier [2009] 1 WLR 2780 at para 17 where Lord Rogers cited South Bucks District Council v Porter [2003] 2 AC 558 : “32. …When granting an injunction the court does not contemplate that it will be disobeyed ... Apprehension that a party may disobey an order should not deter the court from making an order otherwise appropriate : there is not one law for the law­abiding and another for the lawless and truculent.” In a similar vein, Lord Neuberger said at paragraph 81 that : “81. On the other hand, in the same paragraph of his opinion, Lord Bingham also said that ‘[a]pprehension that a party may disobey an order should not deter the court from making the order otherwise appropriate.’ A court may consider it unlikely that it would make an order for sequestration or imprisonment, if an injunction it was being invited to grant were to be breached, but it may none the less properly decide to grant the injunction. Thus, the court may take the view that the defendants are more likely not to be trespass on the claimant’s land if an injunction is granted, because of their respect for a court order, or because of their fear of the repercussions of breaching such an order. Or the court may think that an order of imprisonment for breach, while unlikely, would nonetheless be a real possibility, or it may think that a suspended order of imprisonment, in the event of a breach, may well be a deterrent….” 29. As indicated in the course of Mr Mok’s submissions, it is the foundation of the rule of http://www.hklii.hk/cgi­bin/sinodisp/eng/hk/cases/hkcfi/2014/1891.html?stem=&synonyms=&query=taxi%20drivers%20occupy 7/10

1/29/2015 CHIU LUEN PUBLIC LIGHT BUS CO LTD v. PERSONS UNLAWFULLY OCCUPYING OR REMAINING ON THE PUBLIC HIGHWAY NAMELY, TH…

law in Hong Kong that a court order is to be obeyed. And I fully expect that that order that I am going to make will be obeyed, even if the defendants disagree with it. If they feel aggrieved by the order, they should come back to court so that the question whether they can continue with their occupation of the areas affected by their activities can be resolved in a peaceful and legal manner with the benefit of mature consideration of the law applicable to their rights and obligations on the one hand, and those of their fellow citizens affected by their activities on the other. C3.3 Civil Disobedience 30. I next come to the question of civil disobedience because as I have said the “Occupy Central” Campaign is avowedly a form of civil disobedience. The nature of civil disobedience is explained by Lord Hoffmann in R v Jones [2007] 1 AC 136 as follows : “89. My Lords, civil disobedience on conscientious grounds has a long and honourable history in this country...” That is in England : “89. …People who break the law to affirm their belief in the injustice of a law or government action are sometimes vindicated by history...It is the mark of a civilised community that it can accommodate protests and demonstrations of this kind. But there are conventions which are generally accepted by the law‑breakers on one side and the law­enforcers on the other. The protesters behave with a sense of proportion and do not cause excessive damage or inconvenience. And they vouch the sincerity of their beliefs by accepting the penalties imposed by the law. The police and prosecutors, on the other hand, behave with restraint and the magistrates impose sentences which take the conscientious motives of the protesters into account... 90. These appeals... and similar cases concerned with controversial activities, such as animal experiments, fox hunting, genetically modified crops, nuclear weapons and the like, suggest the emergence of a new phenomenon, namely litigation as the continuation of protest by other means. The protesters claim that their honestly held opinion of the legality or dangerous character of the activities in question justifies trespass, causing damage to property or the use of force. By this means they invite the court to adjudicate upon the merits of their opinion and provide themselves with a platform from which to address the media on the subject. They seek to cause expense and, if possible, embarrassment to the prosecution by exorbitant demands for disclosure such as happened in this case. 91. In Hutchinson v Newbury Magistrates’ Court (2000) I22 ILR 499,where a protester sought to justify causing damage to a fence at Aldermaston on the ground that she was trying to halt the production of nuclear warheads, Buxton LJ said at p510 : ‘[T]here was no immediate and instant need to act as Mrs Hutchinson acted, either [at] the time when she acted or at all : taking into account that there were other means available to her of pursuing the end sought, by drawing attention to the unlawfulness of the activities and if needs be taking legal action in http://www.hklii.hk/cgi­bin/sinodisp/eng/hk/cases/hkcfi/2014/1891.html?stem=&synonyms=&query=taxi%20drivers%20occupy 8/10

1/29/2015 CHIU LUEN PUBLIC LIGHT BUS CO LTD v. PERSONS UNLAWFULLY OCCUPYING OR REMAINING ON THE PUBLIC HIGHWAY NAMELY, TH…

respect of them. In those circumstances, self­help, particularly criminal self­help of the sort indulged in by Mrs Hutchinson, cannot be reasonable.’ 92. I respectfully agree. The judge then went on to deal with Mrs Hutchinson’s real motive, which (‘on express instructions’) her counsel had frankly avowed. It was to ‘bring the issue of the lawfulness of the Government’s policy before a court, preferable a Crown Court.’ Buxton LJ said at p510 : ‘[I]n terms of the reasonableness of Mrs Hutchinson’s acts, this assertion on her part is further fatal to her cause. I simply do not see how it can be reasonable to commit a crime in order to be able to pursue in the subsequent prosecution, arguments about the lawfulness or otherwise of the activities of the victim of that crime.’ 93. My Lords, I do not think that it would be inconsistent with our traditional respect for conscientious civil disobedience for your Lordships to say that there will seldom if ever be any arguable legal basis upon which these forensic tactics can be deployed.” 31. I am mindful of the fact that I am only dealing with the applications and the evidence before me on an ex parte basis, but on the materials before me when the demonstration in question based on civil disobedience have taken place for so long, in such a scale which has affected so many people and which has the real risk of turning into civil disorder, I do not think the fact that the demonstration is civil disobedience, no matter how noble the underlying cause the participants may consider it to be, can constitute a factor which militates against the granting of an injunction. C3.4 Possible Defence 32. Finally I come to the question of possible defence. Mr Mok very fairly drew my attention to the possible defence that the defendants may wish to raise, that is, they are exercising their fundamental rights to freedom of speech, assembly and demonstration as guaranteed under Article 27 of the Basic Law. He drew my attention to what the Court of Final Appeal has said in Yeung May Wan, supra, that is : (1) A person who created an obstruction in a public place is not acting without lawful excuse if his conduct involves a reasonable use of the public place; and (2) What is reasonable is a question of fact and degree depending on all the circumstances, including its extent and duration, the time and place where it occurs and the purpose for which it is done. 33. I agree with Mr Mok’s submissions that at least on the materials before me the defendant’s conduct in the purported exercise to demonstrate has caused an obstruction which is far exceeding the bounds of what is reasonable in light of the length of the demonstration, the extent of the demonstration and the increasingly violent confrontations between the protesters and the police. I also accept his submission that on the evidence before the court the protesters’ conduct is disproportionate and any reliance on the fundamental rights to freedom of assembly, demonstration, will unlikely succeed. D. CONCLUSION http://www.hklii.hk/cgi­bin/sinodisp/eng/hk/cases/hkcfi/2014/1891.html?stem=&synonyms=&query=taxi%20drivers%20occupy 9/10

1/29/2015 CHIU LUEN PUBLIC LIGHT BUS CO LTD v. PERSONS UNLAWFULLY OCCUPYING OR REMAINING ON THE PUBLIC HIGHWAY NAMELY, TH…

34. For the above reasons, subject to the actual wording of the order, I will grant the injunctive relief. (Jeremy Poon) Judge of the Court of First Instance High Court Mr Tim Wong, instructed by CMK Lawyers, for the plaintiff in HCA 2086/2014 Mr Johnny Mok SC, Mr Jose­Antonio Maurellet and Ms Eva Leung, instructed by Phyllis K Y Kwong & Associates, for the intended 1st and 2nd plaintiffs in HCA 2104/2014 (HCZZ 136/2014)
HKLII: Copyright Policy | Disclaimers | Privacy Policy | Feedback URL: http://www.hklii.hk/eng/hk/cases/hkcfi/2014/1891.html

http://www.hklii.hk/cgi­bin/sinodisp/eng/hk/cases/hkcfi/2014/1891.html?stem=&synonyms=&query=taxi%20drivers%20occupy

10/10

Similar Documents

Premium Essay

Contract Creation

...Contract Creation and Management Cheeseman (2010) stated, “Express agency is the most common form of agency. In an express agency, the agent has the authority to contract or otherwise act on the principal’s behalf, as expressly stated in the agency agreement. In addition, the agent may also possess certain implied or apparent authority to act on the principal’s behalf”(p.461). A business owner needs to clearly define the responsibilities and authority that each employee holds. The business owner also needs to clearly state which individuals within the organization have the authority to enter into a contract on the organizations behalf. The author will discuss “The Nature of Agency video” and issues regarding express agency. The Nature of Agency video In the scenario described in “The Nature of Agency video” Non-Linear Pro sued Quick Takes Video for breach of contract on a three month lease agreement. Quick Takes Video leased some video editing equipment from Non-Linear Pro that didn’t operate according to Quick Takes Video expectations. Apparently when the equipment was delivered Janet an employee of Quick Takes Video mistakenly signed a three month lease agreement thinking it was a shipping confirmation request. The management of Quick Takes Video called their legal representative and discovered that it may be reasonable to assume by a third party that Janet had the authority to enter into a contract on behalf of the organization. Authority Within an organization employees...

Words: 1128 - Pages: 5

Premium Essay

Law Notes

...somebody etc. Sale of Goods Act - condition and warranties. Consumer protection - Basic Overview of Procurement forms Sarah Mamoser Procurement - when company goes and buys smth; not legal obligation to procur. Tendering cases - construction projects; Contract A procurement stage contract forms when materially compliant bid is submitted there can be multiple Contract A if the owner receives multiple compliant bids -act in good faith (can’t use undisclosed material) -they must accept the lowest qualified bid - can use privilege clause (the owner has privilege to not accept the lowest bid) Various forms in procurement: (request for expression of interest (RFEOI) Request for proposal - now frequently for construction law (RFP) - owner choose to cancel RFP anytime (e.g. too expensive etc). RFP less risk, but less certainty, b/e it’s not bound by a contract. Tenders/Request for quotation (RFQ) - process set out to be TRANSPARENT - be in trouble if say we wanted to choose u, but it was too expensive. How damages determined - Expectation damages - difference between price to do the work, and the price between.... Procurement process - procedures fair and transparent. Things u want to do when working with the lawyer: Consider objectives and expectations, be prepared to talk about what ur concerns, what needs to be done. Giving instructions - agreement, letter. Learn risk factors. Raise concerns. Deadline(timeliness). - budget concerns. Wherever...

Words: 723 - Pages: 3

Premium Essay

Week 4 Assignemtn

...Week 4 Assignment Multimedia activity: Business Organization Devon Harris Instructor: Brian Lahargoue May, 2016 Multimedia activity: Business Organization If I somehow managed to begin my own business, I would run with a sole proprietor business structure. i might want to be in all out control and recognize what is happening at all times. In this sort of structure I will have the capacity to alter my mix-ups and learn. This business structure is cost affordable to me and the way that I am an author I’ve had a sole business with composing music. I 100%$ make and compose my own particular music, therefore I might want to procure 200% of all benefits. I will either get to be successful of go into disrepair, however whenever I attempt I will be better and much more successful. I will be presenting the 4 different type of business structures, which include, sole proprietor, partnership, LLC, and corporation. I will explain each in detail, including the advantages and disadvantages. After reading this I hope to have given you knowledge on the different type of business structures of today’s time. To Begin, WHAT IS A SOLE PROPRIETORSHIP? A sole proprietorship is essentially an unincorporated business that is ran and operated by one person. The owner will reap 100% of all the benefits, but also have to cover the cost or handle responsibilities if business' obligations, misfortunes and liabilities occur. To start your...

Words: 1555 - Pages: 7

Premium Essay

Lit1 Task 1

...Proprietorship: Sole Proprietorship is the most common and most simplistic type of business. This model of business the owner and the business are one and the same. A sole proprietorship is unincorporated. Every form of business has advantages and disadvantages. As the owner you can organize, name and take the business as far as your aspirations take you, a sole proprietorship has risks; the responsibility of time, personnel, scheduling, recruiting and accounting management of the company is on you. Liability – There are numerous liabilities in a sole proprietorship. As the proprietor, you are a liability because you are one individual. If an accident occurs, and you are hospitalized for an extended period you are losing revenue to pay your bills. The type of business you run may also be a liability due to outside weather conditions. If you have adverse weather conditions, you may have days or even weeks of lost revenue. If your setup a sole proprietorship the creditors have the ability to acquire your personal assets to compensate for the debt. Income Taxes – Planning for taxes with a sole proprietorship can be very difficult. Since the business and you are one and the same, personal income and business income must be filed and will be taxed at the highest rate. Longevity/Continuity – Sole proprietorship can be one of the hardest to earn money and resources. When the owner is no longer around the business cannot be passed to another individual. Control – As the owner you...

Words: 3101 - Pages: 13

Free Essay

Legal, Social, and Economic Environments of Business

...Legal, Social, and Economic Environments of Business Tracy A. Cook American Intercontinental University Introducing a New Product The business environment consists of three ownership types. Sole proprietorship, partnerships (General and Limited), and corporations. Each will be discussed and defined. Each has its advantages and disadvantages. Both will be discussed. Introducing new products requires research, financing and learning the laws of business. I will also describe my new product and my decision will be discussed and why. INTRODUCING A NEW PRODUCT When starting a small business or introducing a new product there are three types ownership to consider. They are Sole Proprietorship, Partnership, and Corporation (Editorial Board, 2011). The first is sole proprietor. Which means the business is owned and operated by one person (or married couple that files taxes jointly). There are many advantages when considering this type, to include easy starting up and dissolving, complete control over decisions, and sole ownership of all profits. There are companies and corporations that started out as sole proprietorship. Wal-Mart (Editorial Board, 2011) started out this way and grew to be one of the biggest retail stores. Ebay was started by Pierre Omidyar (Director, Apr2006). In 1995 he set up a small internet site as an experiment. It quickly became one of the most popular sites on the...

Words: 657 - Pages: 3

Free Essay

Teacher

...Business Plan Part 4: Organizational Plan and Financial Plan Let us begin by first identifying what the three of these forms are and what they mean to the process..The sole proprietorship is the one that catches the eye of our company Elite Productions presents. In this form of legal business the business itself has only one owner. This is listed as the most common of the four types of organizations compared to. In this form the owner and the business are considered as being un-breakable unless they both break… Elite productions presents will be considered the different name under my name that represents the business side of me…This also makes the owner responsible for all income and expenses that come thru the business and are included in the owner’s personal tax return... This can be a plus if and when the business takes a loss and the owner has the option of including such deductions to out-weigh the personal income generated… On the flip side of this the owner has to pay taxes on profits made in the name of the company… When looking to obtain a Sole Proprietorship all one has to do is have their business license and move forward in beginning operations… Unlike the rest of the organizational requirements needed for the others, a sole proprietorship is easy to form and operate as well… When dealing with a competitive edge over other soul food restaurants and the way WE are looking to do thing; this would be the best fit for our company for the long haul… When justifying...

Words: 1484 - Pages: 6

Free Essay

Small Business Idea

...Small Business Idea Paula Boyce University of Phoenix Accounting ACC - 561 Professor Trenda Hackett December 07, 2011 Small Business Idea The government has released fund for creating small businesses. One’s interest is to establish a small business and must determine which of the four forms of business organization will best suit the business chosen. Legal, tax, accounting, and other implications when selecting from the four business types are matters of considerations (University, 2008 - 2011). The four forms of business include Sole proprietorship, Partnership, C Corporation, and S Corporation. Discussion will explain advantages and disadvantages of the four forms of business, financial statement associated with each form of business organization, and the consequences of tax implications, legal implications, and accounting implications such as SOX and FASB. An explanation what one’s business provides, the choice of one’s business organization form, and one’s rationale for choosing the form of business organization chosen (University, 2002). Sole proprietorship advantages and disadvantages Sole proprietorship is the most common and simplest form of business. An individual owns and manages the business and is responsible for business transactions and responsible for debts and liabilities incurred (AllBusiness.com, 2007, p. 1). Advantages of sole proprietorship is the proprietor is in full control of the business, no corporate taxes, legal cost is...

Words: 1307 - Pages: 6

Premium Essay

Corporation (Fisch) Outline Penn Law

...Other Concepts 2 B.) Agency and Partnership Law 2 II.) INTRODUCTION TO THE CORPORATE FORM 16 A.) Formation and Structure 16 B.) Debt, Equity, and Valuation 22 III.) CONTROL OF CORPORATE DECISIONS 32 A.) The Role of the Shareholder 32 B.) Management Obligations 50 1.) Duty of Care 51 2.) Duty of Loyalty 56 3.) Duty of Fairness: Parent-Subsidiary Relationships 63 4.) Duty of Good Faith 64 5.) Management Obligations Under Federal Securities Laws 67 C.) Shareholder Litigation 76 IV.) Structural Changes 85 A.) Transactions in Control 85 B.) Mergers and Acquisitions 86 1.) Mergers 87 2.) Sale of Assets 93 3.) Asset Purchase or Tender Offer 94 C.) Public Control Contests 96 1.) The Poison Pill 100 2.) Enhanced Review When Business is Up for Sale 103 3.) Proxy Contests for Corporate Control 106 4.) Protecting the Deal: Shareholder Lockup Agreements 109 I.) INTRODUCTORY PRINCIPLES • Definitions o Corporate Law: The allocation of rights and power within a corporation; the internal body of law ▪ Addresses the creation of economic wealth through the facilitation of voluntary, ongoing collective action ▪ Flexible- expectation that market discipline will weed out what is not working ▪ Principle aim- reduce agency costs of all sorts o Securities Law: Regulates capital markets that corporations use to obtain funding o Firm: A form of business relation that has a temporal dimension, a...

Words: 62796 - Pages: 252

Free Essay

Business Organization Form Choice

...Research on the right form of business entity Mr. XYZ, Conducting thorough research on the plausibility of choosing a specific form of legal business entity form for a certain specific business, several facts have been learned. I have been able to understand why it is always very much needed to know and verify the right form of legal structure to be applied to a business before actually setting up the business and carry on with its operation. As the business of my desire must have to be established in the state of Florida, the primary research has been thoroughly based on the legal requirements of setting up any form of business in the concerned state. The desired form of business is a bookstore. The basic task before setting up any business calls for determining the legal structure that will suit the business in an appropriate manner. Several options, in this regard, have been explored by me. This exploration has made it possible for me to ultimately choose the right kind of legal structure befitting the bookstore business. I have explored the different forms like sole proprietorship and partnership, and not the forms like a limited liability (LLC) and a corporation. I have not thought it right to go deep into the structural details of such legal forms of business because I have never thought of investing that much in my business. In the course of my research I did look for gaining more knowledge about sole proprietorship form of business. I have learned that sole proprietorship...

Words: 3225 - Pages: 13

Premium Essay

Forms of Business

...Forms of Business Lurene Flynn Law/531 October 24, 2011 Christine J. Benway, J.D. Instructor Forms of Business Determining the type of business to open is very important in order to know the business form that will be used. Knowing the business structure is important because it determines how the business income will be taxed. This paper will discuss the different forms of business, give examples of each form, and justify why the corresponding business form is preferred. Sole proprietorship according to Cheeseman (2010) is the form of business in which the owner is actually the business: the business is not a separate legal entity (Cheeseman, 2010, p. 530). “An individual starts the business in his or her own name and does not require any special legal organization beyond the normal requirements such as licenses or permits” (Georgia Trend, 2006/2007, p. 34). Beauticians are great examples of a sole proprietorship. Beauty shops are usually owned by one person, while having other people working in them.This type of business form is preferred by beauticians or a plumber because it is easy, no formalities, and most importantly no federal or state government approval is required. According to Cheeseman (2010) the owner has the right to make all management decisions concerning the business, including those involving hiring and firing employees (Cheeseman, 2010, p. 530). A sole proprietor owns all off the business therefore he or she receives...

Words: 1428 - Pages: 6

Premium Essay

Organization & Communication

...addressing a plan for the operations of a sole proprietorship business in a service or manufacturing industry, I will discuss the plan of starting a Business Consulting Agency to provide assistance to businesses. Organization & Communication The relevant issues associated with opening a consulting business are building cliental; establishing lasting business relationships with business owners and providing quality service when needed. The primary services that are offered include market feasibility studies, business plans, operational reviews, re-engineering, strategic planning, seminars and workshops. We strive to provide our clients with business services that help them become more successful and to become a leader in consulting to small businesses. In order to keep our overhead costs down, Business Consulting Agency will be located in the home of Monica Lathan which is equipped with a computer, fax machine and photocopier. Business Consulting Agency is a sole proprietorship, owned by Monica Lathan. As the business grows the firm may develop strategic alliances with other companies. Business Consulting Agency will initially only have one employee, Monica Lathan; additional staff support will be obtained on a subcontract basis and secretarial service will be contracted out as required. Business Consulting Agency is in the process of obtaining a bank loan for $35,000 to finance the start up of the business. During the first year of operation, our key objective is to develop...

Words: 932 - Pages: 4

Premium Essay

Week1

...value, which help users foretell the outcome of events in the past, present, and future. Another reason relevant information is effective is that it is presented in a timely manner early enough for the user to consider when making a decision. It also helps users clarified and adjusted expectations in the past because relevance information has feedback value. Reliability is another quality that makes its accounting information effective. Reliable information is verifiable, it represents what actually happened, and it’s unbiased. Comparability and consistency are two secondary qualities that make accounting information useful. Comparability gives users the ability to compare information between companies in the same industry to make their business decisions. Consistency is another important quality for accounting information to be...

Words: 741 - Pages: 3

Premium Essay

Format for the Task

...5–7 pages) about the forms of business organizations listed below. Your report should have a subheading for each business form with a brief description of the business form and a brief discussion of the key characteristics, advantages, and disadvantages of that form of organization. Differentiate among the following forms of business by explaining how at least six of the seven key characteristics listed in the introduction to this task apply to each of the following organizational forms: 1. Sole Proprietorship 2. General Partnership 3. Limited Partnership 4. C-Corporation 5. S-Corporation 6. Limited Liability Company SAMPLE FORMAT Sole Proprietorship: Write a brief description of the form of business ownership, advantages and disadvantages. The key characteristics of the form of ownership should be addressed by discussing six of the seven bullet points below. You will want to have the heading as the form of business ownership and then use the bulleted list below for the key characteristics. • Liability • Income Taxes • Longevity or Continuity of the Organization • Control • Profit Retention • Location • Convenience or Burden General Partnership: Write a brief description of the form of business ownership, advantages and disadvantages. The key characteristics of the form of ownership should be addressed by discussing six of the seven bullet points below. You will want to have the heading as the form of business ownership and then use the bulleted...

Words: 337 - Pages: 2

Premium Essay

L1T1

...LIT1 Task 1 B.S Accounting A. Business forms are categorized into six different organizations. These business forms make up proprietorships, partnerships, corporations, and Limited liability companies. All forms of business have characteristics descriptive of each business form. Identifying the characteristics of each business while accounting for the advantages and disadvantages will help to clarify each form of business. 1. a. Sole proprietorship: A sole proprietorship is a company formed with the ideas and direction of one individual. This type of company is formed on the basis on one individual. A company formed on individual ownership is formed with the understanding of not being incorporated. The success and failure of the company depends on one person. This type of proprietorship has the advantage of just being in one person’s hands. All the decisions are made by one person, all the profits goes to one person. A disadvantage of this type of proprietorship is that the individual has nobody to turn to when he needs help; the responsibility is in his hands. Business entity characteristics fall into seven categories which we will cover below. Liability – There is no real line between business or personal liability and assets, they are the same in sole proprietorship. The outcome of success or failure is determined by the sole proprietor. Government does protect life insurance pay outs in case the business owner dies. Income Taxes – Sole proprietorships have an advantage...

Words: 2153 - Pages: 9

Free Essay

3 Legal Form of Business

...There are three legal forms of business: Sole Proprietorship, Partnership, and Corporation. The inventor scenario sounds like the business would start as a Sole Proprietorship since there are limited finances and the inventor’s net worth is low. However, with the new technology being introduced this business could quickly grow and eventually turn into a Partnership or possibly Corporation. A Sole Proprietorship is the easiest business to start with little overhead cost. All decisions are made by the proprietor, so no worries with disagreements since the proprietor is the boss and getting started doe not cost a lot. The downfall to being a Sole Proprietor is you are an extension of your business so if things start to fall apart your personal assets can be seized. The proprietor has to make sure they have taken all the necessary steps in education and training to make sure the business doesn’t look weak and not well managed. A Partnership is a great way to start a business with a friend or family member and luckily there is no set limit on the amount of partners one business can have so a whole class could start an amazing business. The important thing to remember about a partnership is that everyone, no matter the number is equally responsible for the debt created to run the business. Very different from the Sole Proprietorship where its one for all and the Partnership is all for one. The disadvantages of a Partnership include possibly not being able to mutually agree,...

Words: 501 - Pages: 3