Test #1 Flashcards

Question

Corporate Ethical Climate

Answer 1

Unfavorable public attitudes toward bug business Businesses more transparent and more accountable than ever before

Answer 2

Evolves and improves primarily as a function of age and education Movement through distinct stages - Conventional (obey rules to avoid punishment, follow rules only if its in own interest) - Conventional (Conform to meet the expectations of others, doing right is one's duty) - Post Conventional (current laws and values are relative, follow self chosen universal ethical principles Feminine Voice: contends that conceptions of morality are gender based

Answer 3

Moral decision making- controlled product of analysis, deliberation, and experience Alternative theory of morality- control product of analysis, deliberation, and experience Alternative theory of morality: involves decision making by emotion or intuition -an automatic, non reflective process: minds generate feelings of approval or disapproval instantaneously when confronted with a moral question

Answer 4

Individual character: important determinant of corporate misconduct Organizational culture highly influential Despite cynicism, bosses crucial in setting ethical climate in organization Managers: ethics teachers of their organization

Answer 5

Closely entwined international markets: curbing corrupt business practices must extend around the world Foreign Corrupt Practices Act: chief federal weapon against bribery abroad -2 provisions: anti bribery (Department of Justice), Account provision (SEC)

Answer 6

False Claims Act: forbids fraud in government contracts, rewards those who help stop fraud Retribution: despite legal protection whistle blowing pay high price for exercising consciences

Answer 7

Public interest not been well served by americas big corporations Colossal size and economies of scale, critical to American competitiveness, permit continuing abuse of the american public

Answer 8

corporate giants have failed to fulfill responsibilities that accompany dramatic power Tax policy - changing american tax policy: corp community influences nations priorities - successful tax avoidance: product of a number of stratagies

Answer 9

Recent scandals and financial failures have strengthened doubts about corporate honor and competence

Answer 10

Power of the business community becoming encompassing-absorbed by all dimensions of american life

Answer 11

Lately, corporate community take an increasingly direct role in the politicalprocess

Answer 12

Corporate donations: seem motivated by pragmatic efforts to secure influence in DC

Answer 13

Schools, religion, culture , and sports

Answer 14

Efficiency of free markets over government rules: national boundaries receding: entire globe a well greased interconnected mass market America engaged in a global economic war with emerging powers Exploitation/Outsourcing -Corporations accused of exploiting cheap labor abroad under the free trade banner

Answer 15

Business Bear a social responsibility - triple bottom line - sustainable corporation Social enterprise/ Social entrepreneurship -people launch nonprofits for the purpose of addressing social problems

Answer 16

Represents a striking ideological shift Profit Maximization: dominant concern lies in maximizing shareholder interests LT company interest: firms who believe that a strong bottom line requires considerations beyond profit maximizing interest Triple bottom line/sustainability: managers pushed by scholars, activists, government, and community to adopt a broader idea of social responsibility

Answer 17

Discretionary/Philanthropic Resp.-Desired -be a good corporate citizen, contribute rescources to the community, improve quality of life Ethical Resp.- Expected -be ethical, do whats right, just and fair, avoid harm Legal Resp- Required -Obey the Law, law is society's condition of right and wrong, play by the rules of the game Economic Resp- Required -be profitable, foundation on which all other responsibilities rest

Answer 18

recent years have seen the corporate community become increasingly convinced that it needs to take a more active role in addressing social problems

Answer 19

Nature of debeat has shifted to indentifying new duties and assessing whether the corporation is meeting those duties Building stakeholder relationships -business leaders have accepted the claim that companies have multiple stake holders

Answer 20

Argument is that profits and shareholders must remain consuming concerns of management -skilled focus on the bottom line will result in greatest good for society.

Answer 21

a reliable legal system has a crucial role of fostering and maintaining capitalism

Answer 22

Expected to: - Maintain Order - Resolve Conflict - Preserve dominant values - Guarantee freedom Pursuit of justice relies upon honorable efficient government

Answer 23

Constitutions: supreme expressions of law at federal and state levels Statutes: laws that are adopted by congress and state legislative bodies Regulations: administrative agencies (Federal trade commission, Human Rights Commission) Common Law

Answer 24

``` Parties Facts Procedure Issue Holding Reasoning ```

Answer 25

- Substantive: create, define, and regulate legal rights and obligations - Procedure: embraces systems and methods available to enforce rights specified in substantive law

Answer 26

Court of law and equity adopted in the US after the American Revolution - today actions at law and equity are heard by the same court

Answer 27

Public: deals with relationship between government and the citizens Private: Regulates legal relationship between individuals

Answer 28

Civil: addresses the legal rights and duties arising among individuals, corporations, and government Criminal: involves wrongs against the general welfare as formulated in specific criminal statutes

Answer 29

- felonies, misdemeanors, treason | elements: wrongful act or omission, evil intent

Answer 30

Venue: once jurisdictional authority is established, the proper venue comes into question Standing to Sue: to receive courts attention, litigant must demostrate standing to sue Class action: multiple plantiffs must join together to represent themselves and all other similarly affected to file a single lawsuit alleged similar harm arising form the same wrong

Answer 31

many americans feel the system of justice is neither systematic nor just many lawsuits are less a search for justice amd more a pursuit of big dollars for attorneys Americans believe lawsuits are frivolous or unfair For corporate america the law is also a source of significant expense and abundant fustration

Answer 32

Mediation: a neutral third party is introduced into the resolution process Arbitation: a neutral third party is given the power to determine a binding resolutionof the dispute Private Trial: mutually agreed upon sometimes labeled rent a judge Mini Trials: each organization presents its version of the case to a panel of senior executives from each organization

Answer 33

Cost less and resolved more quickly than litigation Less formal and less adversarial than judicial process Parties have more control over the proceedings Median recovery lower than awards reported from litigation Arbitration less functional for consumers

Answer 34

Constitution grew out of the Articles of Confederation as enacted by Congress in 1778 Articles contemplated a “firm league of friendship,” - each state was to maintain its “sovereignty, freedom, and independence” Articles proved faulty

Answer 35

Identifies goals for society Constitution serves a number of broad roles: Establishes a national government Controls relationship between national and state government Defines and preserves personal liberty Contains provisions to enable government to perpetuate itself Government power and constitutional restraints - designed to protect the citizenry from the government Constitution divides governmental power between the federal and state governments Too much government? - massive federal intervention in the economy generated renewed pleas for restraints on an “over-reaching” federal government Separation of powers - the President, Congress, and the courts each have specialized areas of authority, as provided for by the Constitution Federalism - United States government built on federalism principles - the Constitution provides for shared power among national, state, and local governments The commerce clause and the new federalism Constitution’s commerce clause gives federal government the power to regulate commerce among the states and with other nations Bill of rights protects personal freedoms (speech, religion, and more) from encroachment by the federal government

Answer 36

Freedom of religion The First amendment forbids: The establishment of an official state religion Undue state interference with religious practice Freedom of speech Primary guarantor of the American approach to life Americans believe that free expression of ideas is the most likely path to the best ideas Freedom of speech is not absolute

Answer 37

The right of the people to be secure in their persons, houses, papers, and effects, against unreasonable searches and seizures, shall not be violated, and no warrants shall issue, but upon probable cause Exclusionary rule - controversial dimension of Fourth Amendment interpretation - provides that, as a matter of due process, evidence secured in violation of the Fourth Amendment may not be used against a defendant at trial Supreme Court restricted the exclusionary rule in 2006 holding that the government need not forfeit evidence collected in constitutionally improper “no knock” searches Search warrant issued by a judge is necessary to comply with the Constitution in making a narcotics search Search/privacy problems pervade our lives -Vehicle searches -Cell phones -Testing students -Voyeurism and the surveillance society

Answer 38

Takings -Eminent domain - Fifth Amendment prohibits taking of private property for public use without just compensation for the owner -Regulatory - temporary or permanent, normally do not require government compensation - doing so severely impairs the state’s ability to govern in an orderly manner Total takings Exaction/mitigation Partial takings

Answer 39

Due process - clauses of Fifth and Fourteenth Amendment forbid government to deprive citizens of life, liberty, or property without due process of law - Substantive due process - laws that arbitrarily and unfairly infringe on fundamental personal rights may be challenged on due process grounds - Procedural due process - the government must provide a fair procedure including notice and hearing before taking action affecting a citizen’s life, liberty, or property Void for vagueness - a statute may violate due process rights if it is so vaguely written that the ordinary person cannot understand it Due process and punitive damages - the due process clause imposes limits on punitive (penalty) damages awards Equal protection - no state shall “deny to any person within its jurisdiction the equal protection of the laws” - Fifth Amendment interpreted to provide that same protection against the power of the federal government - “Cultural war” over same-sex marriage and civil unions – the most interesting and visible equal protection dispute in recent years

Answer 40

A capitalist, free market system cannot operate effectively and fairly without a reliable foundation in contract law

Answer 41

- Body of rules designed to render commercial law consistent across the 50 states – developed by National Conference of Commissioners on Uniform State Laws and the American Law Institute developed - Divided into a series of articles addressing the multitude of potential problems that arise in complex commercial practice

Answer 42

``` Legally enforceable contracts must exhibit: Agreement Consideration Capacity Genuineness of assent Legality of purpose ```

Answer 43

-Bilateral and unilateral contracts Bilateral contract - a promise for a promise Unilateral contract - a promise for an act -Express and implied contracts Express contract - explicitly stated in writing or orally Implied-in-fact contract - inferred from the conduct of the parties Quasi-contract - implied contract created by a court to prevent unjust enrichment

Answer 44

Executory contracts - labeled executory until all parties fully perform Executed contracts - when all parties have completed their performances, the contract is executed

Answer 45

- Valid contracts - meet all of the established legal requirements - Unenforceable contracts - meet the basic contractual requirements - remain faulty - fail to fulfill some other legal rule - Void contracts - are no contracts at all - missing a critical legal requirement - Voidable contracts - are enforceable - can be canceled by one or more of the parties

Answer 46

-Offer consists of a promise to do something or to refrain from doing something in the future -Valid offer must include: Intent to enter a contract Definiteness in the terms of the offer Communication of the offer to the offeree -Irrevocable offers: Option contracts Firm offers Offers for unilateral contracts

Answer 47

``` Effective acceptance must be a mirror image of the offer - terms must be the same as those in the offer Communication of acceptance -Mailbox -Authorization Express authorization Implied authorization -Modern view ```

Answer 48

Consideration consists of a detriment to the promisee that is bargained for by the promisor - Adequacy of consideration - Appearance of consideration - Substitutes for consideration

Answer 49

To enter a binding agreement, one must have the legal ability to do so - one’s mental condition and maturity must be such that the agreement was entered with understanding and in recognition of one’s own interests Three primary areas of concern: - Intoxication - Mental incompetence - Minority

Answer 50

Parties appear to have concluded a binding contract - but courts will allow them to escape that obligation because they had not, in fact, achieved an agreement They had achieved the appearance of agreement, but not the reality Such a situation arises when the contract is the product of misrepresentation and fraud, duress, undue influence, or mistake Such agreements are voidable and may be rescinded by the innocent party because of the absence of genuine assent

Answer 51

Illegality refers to bargains to commit a crime or a tort - more broadly, illegality involves bargains that are forbidden by statute or violate public policy Three general categories of illegal agreements: - Contracts that violate statutes - Contracts that are unconscionable - Contracts that violate public policy

Answer 52

Contracts sometimes must fulfill writing formalities to be enforceable -Oral contracts are subject to misunderstanding or to being forgotten - fraudulent claims can readily arise from oral understandings

Answer 53

Collateral contract The sale of land Promises that cannot be performed within one year Contracts for the sale of goods at a price of $500 or more Contracts in consideration of marriage Executor/administrator’s promise

Answer 54

a fully performed oral contract, even though not in compliance with the Statute of Frauds, will not be rescinded by the courts -Incomplete oral contracts that fail to comply with the statute are unenforceable The Parol Evidence Rule

Answer 55

Third parties - are not parties to a contract but hold legally recognizable interests in that contract Third party interests arise when: - Contract rights are assigned to others - Contract duties are delegated to others - Contracts have third-party beneficiary provisions

Answer 56

A third party may enforce a contract where that contract was expressly intended to benefit the third party Three kinds of third party beneficiaries: - Creditor beneficiary - Donee beneficiary - Incidental beneficiary

Answer 57

At some point, obligations under a contract come to an end | -When that moment arrives, we say the duties of the contracting parties have been discharged

Answer 58

Conditions precedent Conditions subsequent Conditions concurrent Express or implied conditions

Answer 59

Complete performance - no breach of contract Substantial performance - nonmaterial breach of contract Unacceptable performance - material breach of contract Advance refusal to perform - anticipatory breach of contract

Answer 60

``` Discharge by lawful excuses (for nonperformance) Impossibility Commercial impracticability Discharge by agreement Discharge by operation of law ```

Answer 61

When one of the parties does not fulfill his or her contractual duties (when the contract is breached) - remedies are provided in both law and in equity

Answer 62

``` Compensatory damages Consequential damages Incidental damages Nominal damages Punitive damages Rescission and restitution Mitigation Liquidated damages ```

Answer 63

Specific performance Injunction Reformation Quasi-contract

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Test #1 Flashcards

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