Business Orgs
A business owned by one person, who has unlimited personal liability for its debts
What is a sole proprietorship?
A negotiable instrument containing a promise to pay; the person who executes it is called the maker
What is a promissory note?
This common law doctrine lets an employer fire, or an employee quit, at any time for any reason
What is employment-at-will?
In an agency relationship, the person who appoints an agent to act on their behalf and under their control
Who is the principal?
The transfer of possession, but NOT ownership, of personal property by agreement
What is a bailment?
A hybrid of a corporation and a partnership, this business is formed by filing Articles of Organization, and its owners are called members
What is a limited liability company (LLC)?
This endorsement is just the holder's signature, and it turns the instrument into bearer paper
What is a blank endorsement?
Paid a set fee and not controlled as to how the job is done, this worker receives a 1099 instead of a W-2
What is an independent contractor?
This type of power of attorney remains in effect after the principal becomes incapacitated
What is a durable power of attorney?
The broadest form of real property ownership: unconditional, perpetual, and passes to the owner's heirs
What is a fee simple estate?
The corporation pays tax on its profits, and shareholders pay tax again on their dividends
What is double taxation?
Writing "For Deposit Only" on the back of a check creates this type of endorsement
What is a restrictive endorsement?
These state laws compensate workers injured on the job, even if the employer was not negligent
What is workers' compensation?
The authority third parties reasonably believe an agent has because of the principal's behavior
What is apparent authority?
This form of co-ownership requires the four unities of time, title, interest, and possession and includes a right of survivorship
What is joint tenancy?
Selected by the board, these people (president, VP, secretary, treasurer) run the corporation's day-to-day operations
Who are the officers?
One who takes an instrument for value, in good faith, and without notice that it is overdue, dishonored, or subject to a claim or defense
Who is a holder in due course (HDC)?
Meaning "let the master respond," this doctrine makes an employer liable for employees' acts within the scope of employment
What is respondeat superior (vicarious liability)?
Under this rule, when a contract must be in writing, the agent's authority to make it must also be in writing
What is the Equal Dignity Rule?
Courts use this test to decide whether a contract for both goods and services is governed by the UCC or common law
What is the predominant-factor test?
Taxed like a partnership without losing corporate status, this corporation may have no more than 100 shareholders and one class of stock
What is a Subchapter S corporation?
Forgery, fraud in the execution, discharge in bankruptcy, and infancy are this type of defense, good even against a holder in due course
What are real (universal) defenses?
This federal law gives eligible employees unpaid, job-protected leave; it covers employers with 50+ employees and requires 1,250 hours worked
What is the Family and Medical Leave Act (FMLA)?
An agency is created this way when the principal approves an unauthorized act after the fact, knowing all the material facts
What is ratification?
Under this shipping term, risk of loss passes to the buyer when the seller delivers the goods to the carrier
What is FOB shipment (a shipment contract)?