... • Literal Rule There are three (3) principles of law that can be applied to interpret the law, where the Literal rule can be applied and if absurdity exist either the Golden or the Mischief rule can be used. The Literal rule considers the law as what it says where the natural meaning of the words are used for interpretation; this can be depicted in the case Regina v Barrymore where the defendant was charged with the offence of wounding with the intent to murder, however the learned magistrate of St John’s Magistrate’s court committed the defendant to stand trial on a charge of wounding with intent to do grievous bodily harm. The court however had no power to commit the defendant for any offence other than the offence with which he had been charged. • Golden Rule The Golden rule is an extension of the literal rule, giving either narrow or wide meaning to the law; the Narrow meaning can be exemplified in the case of Marilyn Spenser v the Attorney General (AG), where the appellants, members of the Executive of the Committee of the Hallelujah Square Tabernacle church submitted to the Attorney General (AG) articles of incorporation of the church as a religious non- profit organization. However, the AG rejected the request stating that a nonprofit company must be a commercial enterprise which is to be carried out without financial gain to its members. Wide Meaning on the other hand is used to give law a wider meaning, such as in the case of William Chaitam and Winston...
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...Ch5 Formation of a Contract: Offer and Acceptance An invitation is not an offer; a merchant is not obligated to sell to everyone who reads an ad (its supply may be limited) he is the offeree Both parties must be aware of the offer and counter offers, else any coincidental acceptance under the same terms still don’t qualify as an acceptance Protection against Standard Form Contracts 1. If business is regulated by govt board, its terms are subject to approval 2. Some segments of the public are offered special protection i.e. consumers 3. For unregulated activity, the public receives as much protection as the courts can find in contract laws All terms binding?- if offeree convinces courts that she wasn’t aware of a certain term, then the offerer must prove that it made sufficient efforts to make the offeree aware of it, else the offeree is not bound by it Contract terms on a sign must be evident to offeree AT the time of making contract How an offer may lapse: 1. Not accepted within specified time 2. Not accepted within reasonable time (if not specified) 3. Either party dies or becomes insane prior to acceptance Revocation Offeror may revoke an offer any time before acceptance, even if he promised elsewise. He must provide notice to make it effective Must revoke before it is accepted If offeree has sufficient reason to believe that the offer may have been revoked even without notice, the courts will consider it revoked Offeree Powers Can bind offeror...
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...Chapter One: The Legal Environment 1. Business activities and the legal environment 2. Sources of American law 1) Primary sources of law * Constitutional law (The U.S. Constitution, state constitutions) * Statutory law ( federal statutes, state statutes, ordinances; uniform laws) * Administrative law (administrative agencies: federal, state, local) * Case law 2) Secondary sources of law * Books , articles 3. The common law tradition 1) Stare decisis * Two aspects * Controlling precedents (binding authorities) * Departures * Persuasive authorities 2) Equity * Remedy, courts of law(king’s courts), remedies at law(legal remedies) * Equity, chancellor, courts of equity(chancery courts), remedies in equity(equitable remedies) * Plaintiffs, defendant * Action at law, action in equity * Merging * Equitable principles and maxims 3) Schools of legal though Jurisprudence * The natural law school * Legal positivism * The historical school * Legal realism, sociological school 4. Classifications of law 1) Substantive law & Procedural law 2) Civil law & Criminal law 3) National law & International law Chapter Two: Constitutional Law 1. The constitutional powers of government 1) Federal form of government: national government and the states share sovereign power. 2) Separation of powers: a system of checks and balances * Legislative...
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...duties, and privileges that are consistent with the values and beliefs of a society or its ruling group. 2. Primary sources of the Law include: The U.s. Constitution of the various states. Statues, or laws, passed by Congress and by state legislatures. Regulations created by administrative agencies, such as the Federal Trade Commission and the U.S. Food and Drug Administration. Case law (court decisions) 3. Common Law: the body of law developed from custom or judicial decisions in English and U.S. courts, not attributable to a legislature. Precedent: a court decision that furnished an example or authority for deciding subsequent cases involving identical or similar legal principles or facts. 5. State decisis( two aspects: Decisions made by a higher court are binding on lower courts A court should not overturn its own precedents unless there is a strong reason to do so *Precendents may be dropped because of social or technological changes. *Brown vs. Board of Education: white and blacks did not have equal education opportunities. Separate educational facilities- conclusion 10. preemption: Congress chooses to act exclusively in a concurrent area. 11. federal forms of government: national government and states share sovereign power. *Police powers-fire and building codes, antidiscrimination laws, parking regulations, zoning regulations, licensing requirements 12. Article I, Section 8 of the U.S. Constitution permits Congress...
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...Berkeley Journal of International Law Volume 26 | Issue 2 Article 5 2008 Corporate Governance as Social Responsibility: A Research Agenda Amiram Gill Recommended Citation Amiram Gill, Corporate Governance as Social Responsibility: A Research Agenda, 26 Berkeley J. Int'l Law. 452 (2008). Available at: http://scholarship.law.berkeley.edu/bjil/vol26/iss2/5 This Article is brought to you for free and open access by the Law Journals and Related Materials at Berkeley Law Scholarship Repository. It has been accepted for inclusion in Berkeley Journal of International Law by an authorized administrator of Berkeley Law Scholarship Repository. For more information, please contact jcera@law.berkeley.edu. Gill: Corporate Governance as Social Responsibility: A Research Agenda Corporate Governance as Social Responsibility: A Research Agenda By Amiram Gill* In the post-Enron years, corporate governance has shifted from its traditional focus on agency conflicts to address issues of ethics, accountability, transparency,and disclosure. Moreover, corporate social responsibility (CSR) has increasinglyfocused on corporate governance as a vehicle for incorporating social and environmental concerns into the business decision-making process, benefiting not only financial investors but also employees, consumers, and communities. Currently, corporate governance is being linked more and more with business practices and public policies that are stakeholder-friendly. This ...
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...Chapter 52 A. Introduction 1. Historical Perspective. Begin by indicating why pollution control laws have been enacted. Point out that pollution and pollution laws have existed for centuries, although the 1970's saw an unprecedented amount of environmental legislation, due partly to the increased affluence of our nation at that time and the increasing concern about the longterm effects of pollutants. Note that the interest in environmental problems has taken on global dimensions in the late 1980s and early 1990s; note also that environmental laws and regulations significantly affect not only how companies can do business but also the cost of doing it. At the same time they can provide business opportunities and, in some cases, advantages. 2. Environmental Protection Agency. Point out that EPA has the primary responsibility at the federal level for developing environmental regulations and enforcing the environmental laws. List the major environmental statutes and briefly describe them so that the student has a sense of the breadth of the laws covered in this chapter. Note that a number of the statutes are implemented at the state level with EPA exercising an oversight role. You should note that many states and local governments have enacted pollution control laws; you might want to present examples of state and local laws. 3. The National Environmental Policy Act. Emphasize that the rationale for NEPA, and the environmental impact statements required by NEPA...
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...BTEC Level 5 HND in Business Module Handbook Unit 5: Aspects of Contract and Negligence for Business Unit code: Y/601/0563 QCF level: 4 Credit value: 15 credits Module Tutor: Anila Mushtaq Contact Details: anila.mushtaq@yahoo.co.uk Preferred style of contact: In the first instance, if you have any queries regarding the teaching or assessment for this module, please ask question during the lecture. If you do not receive a satisfactory response then e-mail me with your query for an appointment. Introduction: The aim of this unit is to provide learners with an understanding of aspects of the law of contract and tort and the skill to apply them, particularly in business situations. Unit abstract: The unit introduces the law of contract, with a particular emphasis on the formation and operation of business contracts. Learners are encouraged to explore the content of these agreements and then develop skills relating to the practical application of business contracts, including offer, acceptance, intention, consideration and capacity. Relevant case law examples will be covered. Learners will consider when liability in contract arises, the nature of the obligations on both sides of the contract, and the availability of remedies when a contract is not fulfilled in accordance with its terms. Additionally, the unit will enable learners to understand how the law of tort differs from the law of contract and examine...
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...FREEZING OUT BEN & JERRY: CORPORATE LAW AND THE SALE OF A SOCIAL ENTERPRISE ICON Antony Page* & Robert A. Katz**† INTRODUCTION The perfect duo. Ice cream and chunks. Business and social change. Ben and Jerry.1 Nobody wants to end up like Ben and Jerry’s, where soon after a multinational acquired it, key facets of its social mission were cut from the company.2 Ben & Jerry’s Homemade, Inc. was once the darling of proponents of social enterprise and social entrepreneurship.3 It was a for-profit corporation that seemingly did not put profits first. Rather, it pursued, in the parlance, a “double bottom” line, seeking to advance progressive social goals, while still yielding an acceptable financial return for investors. It advanced its social mission in many ways, such as by committing 7.5% of its profits to a charitable foundation; conducting in-store voter registration; and buying ingredients from suppliers who employed disadvantaged populations.4 Ben & Jerry’s founders, Ben Cohen and Jerry Greenfield, held out their double bottom line approach (they called it the “double-dip”) as a model for others who wished to “Lead With [their] Values and Make Money, Too.”5 * Professor of Law at Indiana University School of Law—Indianapolis. ** Professor of Law at Indiana University School of Law—Indianapolis and Professor of Philanthropic Studies at the Indiana University Center on Philanthropy. † Thanks to the organizers of the symposium “Corporate Creativity: The Vermont L3C & Other...
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...developing countries will benefit from both foreign market and an international market. Additionally, through economic globalization, international investors are attracted to a given area with the potential for growth but this is only possible if the legal framework of the country of interest is clear on the investment policies that should be undertaken. Specifically, Shanghai has shown the significance of economic globalization owing to the number of investors who are attracted to invest in the country. As a legal counselor for DFW, a firm that is interested in venturing in Shanghai, understanding Chinese investment policies are critical in determining the business structure that the company will have, as well as, the various incentives, and the means of resolving disputes should any arise. There are two main types of business structures that can be used in Shanghai; these can be Limited Liability companies and Representative office. The Limited Liability Company is independent legal entities that bear responsibility for their actions. Another definition for the limited liability Company is provided for under Article 3 (2). LLCs are usually independent from the shareholder and the individual investor. Investment in the LLC can be by an overseas company or by an individual or the domestic company. Examples of structure under the limited liability company include the Wholly Foreign Owned...
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...Text: Miller/ Jentz, Business Law Today – The Essentials, softback -9th Ed., West,(2008). Bulletin Description: Introduction to the role of law and administrative agencies in business transactions; case studies in torts, property, contracts, sales, agency, business organizations, and employment law. Prerequisites: BIS 101, Tier I Continuing Admission to Professional Business Studies. . Methodology: Lecture, case study analysis, group in-class Assignments. . Course Objectives: This course is part of the BSBA degree program to provide students abilities to: • Demonstrate cognizant skills through case briefs and essays/reports. • Demonstrate successful, participatory team and peer performance. • Apply sound business processes to solve business problems and incorporate critical thinking skills to a series of integrated projects. • Demonstrate, through role playing and/or cases, ethical problem-solving in course content specific situations. The overall purpose of this course is to provide students with a basic understanding of the areas of law that primarily impact business transactions and organizations. Specifically, the course is designed to enable students to: • Demonstrate an understanding of the operations of the U.S. legal system. • Explain the role of administrative agencies in the regulation of business, e.g. Department of Commerce, Department of Labor, Equal Employment Opportunity...
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...41.2 Definition of Security Are the notes issued by Co-Op “securities”? In order to answer whether or not these notes are securities we need to understand what a security is. According to our textbook (p.647), the definition of security: (1) An interest or instrument that is common stock, preferred stock, a bond, a debenture, or a warrant (2) An interest or instrument that is expressly mentioned in securities acts; and (3) an investment contract. Next, we can use the family resemblance test to determine if the notes issued by Co-Op can be categorized as securities. The family resemblance test refers to a method of analyzing a debt instrument that is having a horizontal commonality. Horizontal commonality means pooling of interests, not only between the seller and each individual buyer, but also among all those who buy an investment contract in the same venture The following are the four factors to be considered while applying the family resemblance test: The motivation that prompts a reasonable buyer and seller to enter into the transaction in question: The Co-Op sold the notes in an effort to raise capital for its general business operations, and purchasers bought them in order to earn a profit in the form of interest. The plan of distribution of the instrument: the Co-Op offered the notes over an extended period to its 23,000 members, as well as to nonmembers, and more than 1,600 people held notes when the Co-Op filed for bankruptcy. The reasonable expectations...
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...Central Michigan University College of Business Administration Department of Finance and Law BUSINESS LAW – Sp 2014 BLR 235, GRAWN 203 Section # 22241532: 8:00 – 9:15 Section # 22241533: 9:30 – 10:45 Section # 22241535: 11:00 - 12:15 BE RESPECTFUL OF OTHERS – DO NOT ARRIVE LATE OR LEAVE CLASS EARLY SEE BLACKBOARD@CMICH.EDU FOR SYLLABUS AND DATA INSTRUCTOR: DR. ELIZABETH A. CAMPBELL, J.D. (campb1ea@cmich.edu) 205F Smith Hall; 774-4426 Office Hours: T/Tr 7:00-8:00; T/TR 12:15-1:45 *cell phone calls cannot be returned No electronic devices permitted in class Be respectful of others – do not arrive late or leave class early without good cause Text: Miller/ Jentz, Business Law Today – The Essentials, softback -9th Ed., West,(2008). Bulletin Description: Introduction to the role of law and administrative agencies in business transactions; case studies in torts, property, contracts, sales, agency, business organizations, and employment law. Prerequisites: BIS 101, Tier I Continuing Admission to Professional Business Studies. . Methodology: Lecture, case study analysis, group in-class Assignments. . Course Objectives: This course is part of the BSBA degree program to provide students abilities to: • Demonstrate cognizant skills through case briefs and essays/reports...
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... Plaintiff, vs. JOHN SMITH, et al., Defendants. _________________________________________/ Case No.: _____________ MEMORANDUM OF LAW IN SUPPORT OF ADMISSION OF BUSINESS RECORDS AT TRIAL COMES NOW the Plaintiff, BANK by and through its undersigned counsel, and pursuant to Fla. Stat. 90.803(6) files this Memorandum of Law in Support of the Admission of its Business Records at the trial of this case held on March 7, 2012. MEMORANDUM OF LAW This is a mortgage foreclosure action which was tried on March 7, 2012. At the trial of this case, Plaintiff’s representative appeared as the Records Custodian and corporate representative of the Plaintiff, Bank. In seeking to introduce the admission of the Note, Mortgage, payment history, demand letter (Intent to Accelerate), and The Plaintiff’s Records Custodian testified under oath: a. That the records sought to be introduced were made at or near the time of the event; b. The records were made by or from information transmitted by a person with knowledge; c. The records were kept in the ordinary course of a regularly conducted business activity; d. And that it was a regular practice of Bank of America to make such a record. Pursuant to Fla. Stat. 90.803(6) this testimony is sufficient for the introduction of the Plaintiff’s records under the Business Records exception to the hearsay rule. See Freemon v. Deutsche Bank Trust Co., 46 So. 3d 1202 (4th DCA 2010) (affirming judgment for bank where affiant for...
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...The Role of Corporate Law in Preventing a Financial Crisis: Reflections on In re Citigroup Inc. Shareholder Derivative Litigation Franklin A. Gevurtz* TABLE OF CONTENTS I. INTRODUCTION .................................................................................................. II. CITIGROUP AS A CASE STUDY IN EXCESSIVE RISK-TAKING .............................. III. TOOLS FOR CURBING EXCESSIVE RISK-TAKING AND THE ROLE OF CORPORATE LAW ............................................................................................... A. The Tools for Curbing Excessive Risk-taking ............................................. 1. Regulation of Business Activities .......................................................... 2. Capital Requirements ........................................................................... 3. Compensation Rules ............................................................................. 4. Liability for Unreasonable Risks .......................................................... 5. Selection of Management (Rules of Corporate Governance) ............... B. Dividing the Tools Between Banking and Corporate Law .......................... IV. WHY IT MATTERS: CITIGROUP AS AN ILLUSTRATION OF THE LIMITATIONS OF STATE CORPORATE LAW ........................................................ A. Citigroup As a Case Study In Weak Corporate Law................................... 1. Overview ..................................................
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...onwards pursuant to enactment of the Companies Act, 2013 As students may be aware, the Companies Act, 2013 has been notified in the Official Gazette on 30th August, 2013 stating that different dates may be appointed for enforcement of different provisions of this Act through notification of the Central Government in this regard. Having regard to the above development, the Council at its 333th meeting, revised the syllabus in a comprehensive manner in the following papers of Intermediate (IPC) and Final Course(s) as annexed herewith (shown in Bold cum Italics): Intermediate (IPC) Course Paper 1: Accounting (Group I) Paper 2: Business Laws, Ethics and Communication (Group I) Paper 5: Advanced Accounting (Group II) Paper 6: Auditing and Assurance (Group II) Final Course Paper 3: Advanced Auditing and Professional Ethics (Group I) Paper 4: Corporate and Allied Laws (Group I) Director, Board of Studies Annexure SYLLABUS PAPER 1: ACCOUNTING (One paper – Three hours – 100 Marks) Level of Knowledge : Working Knowledge Objectives : (a) To lay a foundation for the preparation and presentation of financial statements, (b) To gain working knowledge of the principles and procedures of accounting and their application to different practical situations, (c) To gain the ability to solve simple problems and cases relating to sole proprietorship, partnership and companies and (d) To familiarize students with the fundamentals of computerized system of accounting. Contents : 1. A General Knowledge...
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