Final Exam Flashcards
Compare and contrast the relationships of: (1) employer – employee; (2) principal – agent; and (3) owner – independent contractor
Employer-Employee: most control. absolute control over employee while they are at work. Vicarious Liability.
Principle-Agent: Less control over agent. Only supposed to get business for the principle. pay on commission
Owner-Independent contractor: No control over daily operations or pretty much anything. The contractors are supposed to just come up with the end result.
How is a collective bargaining agreement created and what areas will it typically cover?
unions. collective agreement that union and will represent employees to the management.
MGMT and rep negotiates. signs a contract-usually last three years.
Compare Sarbanes-Oxley with Dodd Frank
Whistle Blowing Protection
Sarbines-Oxley: applies to all types of employment. WB must go to government agency not media/publicity. discrimination by being a WB must be put in as a complaint to OSHA within 90 days.
Dodd Frank: Financial companies only. made to clean up wall street complaint gets turned into government. WB cannot get fired can get 10% of profit of what gets recovered.
Discuss what benefits Workers Compensation provides to injured employees
- Medical Bills are paid by workers comp. employers select hospital/doctor.
- Temp total disability (paid leave- disability) 60% of what you earn.
- Permanent total disability-paid for life
- if killed- family is entitled to the disability for the rest of their lives. children pay ends when they turn 21.
Discuss employer’s rights to monitor telephone calls and e-mails – search lockers, desks – drug and alcohol testing
.hinges on what the employment/agreement states
contract/handbook.
Service Letter –Fair Labor Standards Act
when an employee is terminated. letter of dismissal. Mo. is an At Will service state. employer must respond in 30 days. If not then they will have punitive damages.
letter must include.
when they stated/stopped working for you.
job description, all jobs held within the company
true reason for being fired.
FLSA: interstate commerce. minimum wage requirements. over time after 40 hours.
NLRB
National Labor Relations Board: oversees union activities.
Right to Work Primary picketing
Right to Work: if you have an election and 51% of the people vote to have a union then only that 51% belong to the union. The other 49% does not have to join the union. they can still work at their job.
.usually across the street on a public sidewalk. Informational. Trying to get public support. Can not take place on business property
Mass picketing
Illegal. Takes place on loading dock. business property.
Secondary picketing
Illegal.
ERISA –
Regulates the employees pension plans. Insurance that they are supposed to be getting from their employees.
Defined contribution plan
.joint plan. both put money into an account. employee and employer.
Defined benefit plan
only the employer contributes money into plan. employee will have a set amount money each month after retirement.
Family and Medical Leave Act –
if you are married and are having a baby, adopting a baby or if a family member is really sick. Then you can have unpaid leave but you are able to get your job back.
Social Security –
retirement benefits.
disability benefits.
life insurance
working child benefits.
OSHA –
Sets safety standards for various industries. employers must keep records of who gets hurt.
Discuss the advantages and disadvantages of a sole proprietorship form of business.
.owned by an individual.
pros:
get all profits
Cons:
absorb all losses
absolute vicarious liability.
the business dies with you.
Define the terms “Joint Venture”, “Unincorporated Association” and “Cooperative”.
.Joint: join for a single business undertaking. share profits then they are done.
Unincorporated: run by a group of adults. Not in it for profit but are in it for a purpose. (the kids) boyscouts, soccer clubs etc.
Coop: you put your product with others and you get the money which is proportional with what you put in.
Explain the purpose of a Franchise Disclosure Document and list 5 of the 23 items that must be covered in the Document.
have 15 days to decide if you want to do it.
items:
business experience of other franchiser
any previous litigation
any bankruptcy
material terms of the franchise agreement
initial and recurring payments if they decide to buy the franchise
any restrictions on territory.
average/projected sales, profits, and earnings.
Discuss the duties, rights and liabilities of a general partnership.
general partnership, each partner is liable for any torts of other partners in the partnership. Have to come into the partnership with a contribution of something of value. can be money or a service (neurosurgeon)
Discuss the pros and cons of doing business as limited liability company (LLC).
Pros:
if you are the owner, you are the member: can be a manager and partake in managerial responsibility.
no liability of anyone else
easy to set up-can be done online.
do not have to file paperwork with the government
only one tax: normal income tax. no dual taxation
Cons:
No cons in his opinion.
From the ethical point of view what do you think about forms of business that enable owners of the business to be insulated from personal financial liability for decisions they may make in managing the business?
your own opinion.
If a corporation purchases only the “assets” of another corporation in a merger transaction, under what circumstances might that corporation also be liable for the “debts/liabilities” of that other corporation?
mergers. if merged company continues their own business then their will be successor liabilty for the merged companies debts.
JOINT VENTURE
share profits and loss in a single business venture.
UNINCORPORATED ASSOCIATION
boy scouts etc.
COOPERATIVE
two or more people come together for a common goal.
AUTO DEALERS DAY IN COURT ACT
the corp cant close a franchise just because they are not making a profit.
PETROLEUM MARKETING PRACTICES ACT
.franchiser owns land and the gas station. you lease from the oil company. . . .??
PARTNER BY ESTOPPEL
court will impose partnership in accordance of what was said in the contract.
RUPA
Partnership act. LP and LLP.
LP, LLC, LLP
LP: says you can have investment partners. no active role but give money. also they have no personal liability. one person has to be designated as the general partner.
LLP: makes partnerships operate the same as a LLC.
Charging order?
MEMBER-MANAGES COMPANY
.LLC: owners can be a member and a manager
MANAGER-MANAGED COMPANY
.LLC: owners do not partake in management- hires others to do it for them. The cardinals
ARTICLES OF INCORPORATION
.what you file when you want to be a corporation. state what the purpose of your business is.
CERTIFICATE OF INCORPORATION
.shows that you are a corp.
BY-LAWS
.rules that the business operates on. made by board of directors.
QUASI-PUBLIC CORPORATION
.buses. metrolink
MUNICIPAL CORPORATION
a city corp.
DOMESTIC CORPORATION
.any corp. That is formed in the state where you live. any other place is considered foreign.
FOREIGN CORPORATION
any corp not formed in the state or country you live.
CLOSE CORPORATION
.shares of stock are not made public. only family can own stock. Johnson and Johnson
SUBCHAPTER S CORPORATION
.allows someone to be a corp. form of bus. without dual taxation. Limited number: 100 people can own shares. must be u.s citizen.
ELEEMOSYNARY
.charitable.
CORPORATION DUAL CITIZENSHIP
.can be a citizen in the eyes of the law in the state it is operating and the state where it has its headquarters.
ULTRA VIRES
. ,and any other business activity.
CONSOLIDATION OF CORPS
.2 or more just joined each other.
MERGER OF CORPS
.one absorbs the other.
CONGLOMERATE
parent and subsid. provides diversity. totally unrelated.
INTEGRATED INDUSTRY
.parent and subsid all completmet/ related to each other.
