...Unit 9 Case Analysis Kaplan University School of Business LS311: Business and Law I March 4, 2013 Unit 9 Case Analysis Discuss the exempt securities pursuant to the Securities and Exchange Act. Determine whether or not Langley Brothers would be subject to registration requirements. Although most securities are required to be registered with the SEC, there are a few exceptions that allow for certain securities and transactions to be exempt from the registration process. Government-issued securities, Bank and financial securities, short term notes and drafts, securities of non-profit, educational, and charitable organizations, securities issued by common carriers, any insurance, endowment, or annuity contract issued by a state-regulated insurance company, securities issued in a corporate reorganization, securities issued by stock dividends and stock splits. In addition to these types securities there are some transactions that are also exempt from registration. The transaction exceptions are very broad and can enable an issuer of a security to avoid the expensive and time consuming process of registering, and therefore many sales of securities occur without registration. For example, any issuer that has offered less than five million in securities within a twelve month period is not required to register. Langley Brothers would not be subject to register the offering under Regulation A. They must file a notice of issue and an offering circular, but they do not...
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...Business LS311: Quiz unit 4 Unit 4 : Unit 4: Contracts: Part I - Quiz Time Remaining: | Question 1.1. Food is the only thing that courts have been willing to define as “necessary.” (Points : 1) True False Question 2.2. If the subject matter of an offer is destroyed, the offer will continue to exist for a reasonable time to permit the seller to acquire replacement goods. (Points : 1) True False Question 3.3. Under most circumstances, an exculpatory clause is not enforceable by: (Points : 1) First National Bank and Regional Power Utility Corporation Regional Power Utility Corporation only First National Bank only none of the above Question 4.4. Mona asserts that a contract she entered into with Nate is unenforceable. Defenses to the enforcement of a contract include (Points : 1) a desire not to perform. adverse economic consequences. results that do not match expectations. the lack of a party’s genuine assent. Question 5.5. Edie obtains a consumer loan from First State Bank at an interest rate that exceeds the state’s maximum. First State has (Points : 1) calculated the optimum rate that the market will bear. engaged in a restraint of trade. underestimated the risk of the loan’s nonpayment. violated the usury laws. Question 6.6. No offer can be accepted by silence. (Points : 1) True False Question 7.7. Parties...
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...November 24, 2015, 2015 To: Candie Cardigan, CEO CARDWARE Inc. From: Re: Negligence Requirements and Potential Defenses to Myra’s Claim Negligence requires the following elements: Duty of care, Breach and Causation Negligence “Conductthatfallsbelowthestandards of behaviorestablished by lawfortheprotection of othersagainstunreasonablerisk of harm. A personhasactednegligently if he or shehasdepartedfromtheconductexpected of a reasonablyprudentpersonactingundersimilarcircumstances.” “In order to establishnegligence as aCause of Actionunderthelaw oftorts, a plaintiffmustprovethatthedefendanthad a duty to theplaintiff,thedefendantbreachedthatduty by failing to conform to therequiredstandard of conduct,thedefendant'snegligentconductwasthecause of theharm to theplaintiff,andtheplaintiffwas, in fact,harmed or damaged.” Negligence is by farthewidest-rangingtort,enveloping allunintentional,wrongfulconductthat causeinjures toothers. The mostimportantconcepts in negligencelaw would be the"reasonableperson,"whichprovidesthestandard by which a person'sconduct is judged. In order to prove an intentionaltort,theplaintiffneeds to establishthatthedefendantdeliberatelyacted to injuretheplaintiff. Which for this case, cannot be done. Candie merely tripped on the rug, an unforeseen accident. In a negligencesuit,however,theplaintiffseeks to establishthatthefailure of thedefendant to act as a reasonablepersoncausedtheplaintiff'sinjury.A reasonable person could not have acted in any different...
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...Running head: Double Jeopardy Unit 3: Case Study NAME LS311 – Business Law Prof. SNAME Case Armington, while robbing a drugstore, shot and seriously injured Jennings, a drugstore clerk. Armington was subsequently convicted in a criminal trial of armed robbery and assault and battery. Jennings later brought a civil tort suit against Armington for damages. Armington contended that he could not be tried again for the same crime, as that would constitute double jeopardy, which is prohibited by the Fifth Amendment to the Constitution. Is he right or wrong? Armington is incorrect. Double Jeopardy is being tried for the same crime twice (Miller & Jentz, 2008). In this case Armington was tried and convicted of the crime, however the civil tort suit is something that is completely different then the armed robbery conviction, therefore this would not fall under double jeopardy. Regardless of the outcome of the criminal trial, the victim can bring a civil suit against Armington to recover any losses or damages. Armington can also be charged federally for civil rights violations for the same crime because assault and battery took place; he cannot claim double jeopardy for that either. Since Jennings was injured in the crime, he has the right to pursue a civil case for damages incurred from the injury. This can include medical bills, time off work, even mental or depression issues stemming from the incident. Armington’s rights have not been violated because these are...
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...Business Law Unit 9 Assignment 2 the Case Tammy Julian Kaplan University Business Law LS311 Prof. Starcher November 17, 2013 Business Law Assignment 2 the Case The case of the Langley Brothers, Inc., exempt securities are in question, The Langley Brothers decide to sell no par common stock worth $ 1 million dollars to the public. The stock will only be sold in the state of Kansas. Joseph Langley says that the offering does not need to be registered with the Securities and Exchange Commission. His brother, Harry disagrees. According to the Securities Act of 1933 there are a number of specific securities that are exempt to registration but they must meet certain criteria. These criteria are the securities (1) must be government issued, (2) bank and financial institution securities, (3) short-term notes and drafts, (4) securities of nonprofit, education and charitable organizations, (5) securities issued by common carriers, (6) insurance issued by a state-regulated insurance company, (7) securities issued in a corporate reorganization in which one security is traded for another. (8) Securities issued in stock dividends and stock splits (Miller & Jentz. 8th Ed., 2010 p. 568). The stock that is being sold in this case does not meet any of the criteria. The one criteria that this stock does meet is the intrastate offering Rule 147. Rule 147 states that intrastate transactions involving purely local offerings are exempt transactions (miller & Jentz. 8th Ed...
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...Jennifer Thell LS311: Business Law Unit 9: Assignment 2/15/2012 Merging two companies can affect the income, expenses, and the stock of the newly formed company. To ensure that the merger will not create an unfair advantage on the market the government created rules under the Securities and Exchange Commission. They regulate how and which companies can complete their mergers. The intent is to prevent companies from creating monopolies and eliminate any type of competition. For the merger between Reliant and Gasworks, registration with the SEC would be a requirement. A registration includes the securities being offered, all the properties of a company, all management details, how the proceeds of a sale are used, and any risks involved. (Miller and Jentz. 2008.) The merger is the combination of two companies where one is buying out another. Due to one of the companies being sold, the registration will be needed. Emerson has violated the rules of the SEC. He had information that was not yet released to the public about the possibility of a valuable increase in the stock. Emerson may not have intentionally release this information, but did so none the less. He could be found guilty of insider trading because of his statement. Wallace used the information of the upcoming trade that he learned of through Emerson to profit. Knowing that this information was not yet public, he is guilty of insider trading. He bought the stock based on his knowledge while it was priced low...
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...Unit 4 Assignment 1 Latisha Bell Kaplan University December 22, 2014 LS311-02 This unit Assignment has you take a look at what constitutes effective acceptance of a contract. Case Scenario Carrie offered to sell a set of legal encyclopedias to Antonio for $300.00. Antonio said that he would think about her offer and let her know his decision the next day. Norvel, who overheard the conversation between Carrie and Antonio, said to Carrie, "I accept your offer." and Carrie gave Norvel the books. Carrie was not obligated to sell the encyclopedias to Norvel, but Carrie did have the right to sell the encyclopedias to Norvel if she chose to. Norvel's acceptance of the offer that he overheard made to Antonio did not bind Carrie to sell him the encyclopedias, due to the fact that the offer was not made to him directly, nor was there a binding agreement between Carrie and Norvel until the actual exchange of the encyclopedias for the agreed-upon fee. In general acceptance has not occurred if, one party response to an offer doesn’t communicate a readiness to be bound. (“Sounds good, let me think about it”.) (Stim, n.d.) Carrie has not breached any contract with Antonio, because no contract existed between them. Carrie simply made an offer to Antonio, and Antonio did not affirmatively accept the offer. References Miller, R. L. (2010, 2007). Nature and Classification. In R. L. Miller, Fundamental of Business Law: Summarized Cases (pp. 156-157). Mason: Cengage Learning. .Stim,...
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...Criminal Law and Cyber Crimes Sara Bakerink Kaplan University LS311-03RP1 In law there can be different classifications of the same crime, theft for example. The classifications vary state to state as the section code is based on the state. For example in Iowa we do not have a state section code for Larceny. Robbery can be found under 711.1 and burglary can be found under 713.1. However, in other states larceny is listed in the state section code. For this assignment in Unit 3 there are three situations that involve Makoto's laptop computer being stolen. How the theft occurs is the factor that determines the type of crime that is committed. The classifications of theft crimes are larceny, robbery, or burglary. In situation one Sarah sees a laptop unattended on a porch and steals it. Sarah proceeds to show everyone the laptop calling it her own. This type of theft is known as larceny which is a property crime. Larceny is "the unlawful taking and carrying away of someone else's personal property with the intent to permanently deprive the owner of possession." (Miller & Jentz, 2008, p.128) "Note that a person who commits larceny generally can also be sued under tort law because the act of taking possession of another's property involves a trespass to personal property." (Miller & Jentz, 2008, p.128) In situation two Sarah sees Makoto outside with a laptop computer. Sarah holds Makoto at gunpoint and steals Makoto's computer...
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...Class Nbr 877 3187 3188 3161 1092 1093 1094 1095 1103 1104 1105 1106 1107 1108 1109 1110 1111 1112 1100 1101 1102 1113 1114 1115 1116 1117 1118 1119 1120 1121 1122 2303 2304 Course Code ABPSYCH ACCTBA1 ACCTBA1 ACTMANA ACCTBA1 ACCTBA1 ACCTBA1 ACCTBA1 ACCTBA2 ACCTBA2 ACCTBA2 ACCTBA2 ACCTBA2 ACCTBA2 ACCTBA2 ACCTBA2 ACCTBA2 ACCTBA2 ACCTBA2 ACCTBA2 ACCTBA2 ACCTBA3 ACCTBA3 ACCTBA3 ACCTBA3 ACCTBA3 ACCTBA3 ACCTBA3 ACCTBA3 ACCTBA3 ACCTBA3 ACCTMAN ACCTMAN Section A51 N01 N02 K31 K31 K32 K33 K34 K31 K32 K33 K34 K35 K36 K37 K38 K39 K40 V24 V25 V26 C31 C32 C33 C34 C35 C36 C37 C38 C39 C40 K31 K32 Day TuTh MoWe MoWe MoWe TuTh MoWe MoWe MoWe MoWe MoWe MoWe TuTh TuTh MoWe MoWe TuTh TuTh MoWe MoWe TuTh MoWe MoWe TuTh TuTh TuTh TuTh MoWe MoWe MoWe MoWe MoWe TuTh Meeting Start 09.40 16.20 14.40 18.00 08.00 09.40 13.00 14.40 09.40 11.20 13.00 08.00 09.40 08.00 09.40 16.20 18.00 08.00 09.40 08.00 13.00 14.40 09.40 11.20 14.40 16.20 09.40 11.20 16.20 18.00 16.20 01.00 Meeting End 11.10 17.50 16.10 19.30 09.30 11.10 14.30 16.10 11.10 12.50 14.30 09.30 11.10 09.30 11.10 17.50 19.30 09.30 11.10 09.30 14.30 16.10 11.10 12.50 16.10 17.50 11.10 12.50 17.50 19.30 17.50 02.30 Room SM410 SJ108 SJ107 LS309 AG702 AG804 AG708 AG708 AG708 AG708 LS228 LS308 LS308 AG801 AG801 LS308 LS308 LS226 LS226 LS227 EY609 EY609 EY609 EY609 LS310 LS310 AG709 AG709 LS309 LS309 LS210 EY405 Career UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB UGB...
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...LS311 Business Law I Unit Two: Writing Assignment March 7, 2012 Introduction In this case there is an unintentional tort of negligence. This occurs when someone suffers injury because of another’s failure to live up to a required duty of car (Miller & Jentz, 2008). To make a case out of this that will hold up in court there needs to be a risk of such consequences. This being said the risk is the fact that the victim was left with permanent physical impairment. The incident was unintentional when Davis had turned around and it resulted in the collision. A Duty of Care would have had to be breached though and in this situation if would be very difficult to say Davis was being careless enough to put it all on him. It is true that he was not being observant enough to watch his surroundings and make sure not to run into anyone. Unfortunately he was in a state of excitement that left him a bit impaired and not paying full attention to his surroundings. The woman was most likely moving toward the exit when Davis was turning around and should not have gotten so close to bump into him. The duty of the store owner is to have his staff creating a safe environment. This would include his staff making sure they are paying attention at all times and creating this for the customers. It is their property and therefore their responsibility to protect even trespassers against certain risks. In my opinion this type of situation is difficult to avoid because you do not know who made...
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...Pamela Lisk LS311- 02 Business Law Professor Jeffrey Gulley, J.D. March 24, 2015 Kaplan University 1. Discuss the elements of impossibility of performance and the three situations where this defense can be used. 2. Discuss commercial impracticability and its application to this case. 1. Any breach entitles the non-breaching party to sue for damages, but only a material breach discharges the non-breaching party from the contract. The policy underlying these rules is that contracts should go forward when only minor problems occur, but contracts should be terminated if major problems arise (pg. 233). Objective impossibility is when someone or something prevents the contract from being fulfilled, rather than the promisor being unable to complete the contract. There are three basic situations that will qualify for contractual discharge under objective impossibility. Those conditions are: * When a party whose personal performance is essential to the completion of the contract dies or becomes incapacitated prior to performance. Millie, was able to plant the crops, therefore she was able to perform. * When the specific subject matter of the contract is destroyed. The drought destroyed or inhibited the growth of the crops. * When a change in the law renders performance illegal (pg. 235). There were no changes in the law specified in the scenario. As for Millie, the contract she has with Frank, her situation would fall under the second condition. Millie could...
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...Business Law Important Terms Kaplan University Rebecca McAvinue Professor William Muniak Business Law LS311-03 February 9, 2015 There are many terms in business that pertain to law that an individual must understand in order to succeed. One must understand what common law is and how it applies to businesses. It is important to understand what a jurisdiction and a precedent are and how they differ. To know what a statute and remedy are and how a business would utilize them. First and foremost it is important to understand what common law is, many people hear it and think about the laws of a household where a man and woman would be considered married after living together for a certain amount of time. It truly is something more complex than that, it is a body of general rules that apply throughout a realm (Miller & Jentz, 2010, Pg. 6). This means that judges used the rulings from previous judgments to assist in making current decisions and they used the same ruling throughout the country. Businesses use common law to create policies and procedures throughout the company. They can use events that have happened and how they were handled to create new ways to keep them from happening again or punishment for repeat offenders. Using common law judges attempted to decide similar cases in similar ways creating a precedent, or an example for deciding later cases of similar nature (Miller & Jentz, 2010, Pg. 6). These precedents are controlled and documented...
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...Course: LS311: Business Law I Instructor: Prof. Jeffery Hazard Unit 9 Assignment: Case Study Name: Bridget Okpobia Date: 12/19/2012 This essay will explain the following four questions. First, would registration with the SEC be required for Dakota Gasworks securities? Second, Did Emerson violate Section 10(b) of the Securities Exchange Act of 1934 and SEC Rule 10b-5? Third what theory or theories might a court use to hold Wallace liable for insider trading? Finally, under the Sarbanes-Oxley Act of 2002, who would be required to certify the accuracy of financial statements filed with the SEC? Would registration with the SEC be required for Dakota Gasworks securities? Why or why not? Reliant Energy has registered securities and faces a takeover attempt, or third party tender offer, then the SEC’s tender offer rules will apply to the transaction. The filings required by these rules provide information to the public about the person making the tender offer. The company, Dakota Gasworks, is experiencing the takeover so they must file with the SEC its responses to the tender offer. These rules set time limits for the tender offer and provide some protection to shareholders. Did Emerson violate Section 10(b) of the Securities Exchange Act of 1934 and SEC Rule 10b-5? Why or why not? Moreover, Emerson did violate rule 10b-5 of the Securities exchange act, in where it protects against insider trading; which is the purchase or sale by person with access to information not available...
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...Charlize Theron Breach of Contract Lawsuit Professor Navarro - LS311: Business Law I Unit 5: Contracts: Part II By: Monique Dallas-Upshaw January 10, 2013 In this case, Charlize Theron has a $20 million breach of contract lawsuit against her. The suit was filed, when Swiss watchmaker Raymond Weil claimed that Theron had worn a Christian Dior watch during a press event in 2006, despite being paid "substantial funds" to exclusively wear Raymond Weil timepieces during the time in question. Even though Theron has settled the lawsuit (according to papers filed in Manhattan Federal Court), I intend to show how the contract was allegedly breached. Furthermore, I will explain what defenses that may be available to her and the remedies that may be available to the plaintiff. Theron actually breached her contract with Raymond Weil when she went against what she was paid to do, which was wear one of Weil’s timepieces at a press event in 2006. I am assuming that this was an endorsement contract that was to significantly advertise their product which would induce their revenues. Because she wore a competitor’s watch, the contract was breached and her actions gave Dior the advertising and potential revenues that were due to Weil. Now, Raymond...
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...Case Analysis: Discharged Contracts Carmelisa King Kaplan University LS311: Business Law Professor Baum September 2nd, 2014 Introduction There is an old saying a person’s word is their bond. In business a person’s word can be used as a contractual agreement. However, this type of contract isn’t always the best way to do business. It is important to have a written contractual agreement that both parties can be held by so there can’t be any possibility of either parties breaching the contract. Now this case analysis will discuss the contractual agreement between two parties and if there are grounds for the contract to be discharged based on the outcome impossibility of performance. Facts Millie entered into a contractual agreement with Frank to sell him 10,000 bushels of corn from her farm. However, Millie had a bad season and experiences a bad drought that caused her to produce only 250 bushels of corn for Frank. Now Frank accepted the 250 bushels of corn from Mille but later decides to sue Millie for breaching her contract with him. Issue Is it possible for Mille to be released from her contract base on the outcome impossibility of performance? Otherwise can Frank sue her for breaching their contract even though her crop wasn’t able to produce a large harvest due to the drought? Can Millie defend successfully on the basis of outcome impossibility of performance? Explain. 1. Discuss the elements of impossibility of performance and the three situations where...
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