definitions
define venue
what is the geographic location of court
Federal courts: _______ (courts of original jurisdiction), _____ (automatic appeal), and ________ (appeal not automatic).
What is District courts, circuit courts, supreme courts
Jack and Jill, residents of Texas, want to dissolve their marriage. In which court should they file for divorce?
A) A federal district court in Texas
B) Texas State Trial court
c) Both A and B
d) Neither A nor B
what is B) Texas State Trial court
T/F: State courts can decide issues of federal law
What is True
explain the 2 critics to CSR
greenwashing: taking undesirable behavior and making it look desirable (marketing ploy)
profit maximization: total social welfare is optimized if everyone works towards own selfish goals, so businesses should seek to maximize their long-term profits
define jurisdiction
what is the court's authority to hear case
need either personal OR in rem AND subject matter
____ focuses on the moral character of the actor
what is virtue ethics
Sarah, a citizen of California, purchases a product online from a company based in New York. If a dispute arises regarding the transaction, which of the following is likely true?
a) California can exercise diversity jurisdiction over the company.
b) California can exercise in personam jurisdiction over the company.
c) California can exercise in rem jurisdiction over the company.
d) California cannot exercise jurisdiction over the company
what is B) California can exercise in personam jurisdiction over the company
T/F: performance share is a type of long term-stock incentive that is given with restriction that are removed after goals are met
what is FALSE (restricted stock)
joint and several liability
plaintiff has the option to pursue the entire amount of damages from any one of the liable parties (any partner in a partnership) or from all of them collectively
what is an investment of money in a common enterprise with profits to come solely from the efforts of others
what is fiduciary duty
a) utilitarianism
b) virtue ethics
c) consequentialism
d) deontology
what is c) Consequentialism
T/F: During the waiting period, the issuer can have preliminary negotiations and contracts with underwriters; no offers to buy, sell, or actual sales of security
what is FALSE (prefiling period)
S coroporations
taxation= pass-through AND
basic limitation: cannot have over 100 shareholders and shareholders must be human
Inside directors: supervise executives (including CEO, CFO, etc.)
Outside directors: do not work for the company, but have a personal stake
Independent directors: have no stock or sole in the company, the best chance of impartial supervising
Lead director: position, has to be independent, either as chairperson or alongside chairperson
The ___ ___ ___ ____ prohibits US firms from bribing foreign (non clerical) officals to obtain business; puts US firms at competitive disadvantage in countries where bribery is accepted practice
what is the Foreign Corrupt Practices Act (FCPA)
Rachel and David are planning to open a small cafe specializing in organic coffee and pastries. They anticipate high startup costs and a slow initial revenue due to the niche market and competition in their area. Considering their situation, which form of business organization would be most suitable?
a) partnership
b) corporation
c) S corporation
d) limited liability partnership
e) sole proprietorship
f) any of the above
g) A, C, or D
what is G) A, C, or D
T/F: if a limited partner is acting like a genral partner, a limited partnership still exists
what is FALSE
explain the 4 different positions that must comply to the securities act of 1933
Issuer: person or entity offering security for sale
Underwriter: sells securities for the issuer or guarantees their sale
controlling person: controls the issuer (director, senior exec, major stockholder of issuing corporation, mother in law)
seller: contracts with purchasers or provides motivating influence to buy
define bad faith
what is not simple bad judgment or negligence, but the conscious doing of a wrong for a dishonest purpose or with ill will
the Triple bottom line is ____, ____, and _____ performance; the three P's of the triple bottom line are _____, _____, ______.
what is financial, social, and environmental
people, profit, planet
Julia and Liam have been running a catering business together as a limited liability partnership for several years. Julia handles client relations and event planning, while Liam manages the finances and logistics. Suddenly, Liam decides he wants to pursue a different career path an leaves the partnership. What is the likely outcome for the catering business?
a) Julia becomes the sole proprietor of the catering business
b) the business will dissolve immediately
c) Julia must find a new partner to maintain the limited liability partnership status
d) the business will convert to a general partnership
what is b) the business will dissolve immediately
Explain the 5 elements of Fraud AND what you can assume to be true
1) misrepresentation of fact
2) which is material
3) made by the defendant with the intent to deceive
4) the plaintiff relied on the misrepresentation
5) which caused harm
CAN ASSUME 3 AND 4 ARE TRUE