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Mors 200 Arts Final - Business Law Vocabulary Part 2

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A Subchapter S Corporation is a special corporate structure that allows profits and losses to pass through to shareholders’ personal tax returns, avoiding corporate income tax. It retains the legal benefits of a corporation while being taxed like a partnership.

Those individuals actively and openly engaged in the business and held out to everyone as a partner.

General Partner

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Key Terms

Term
Definition

Those individuals actively and openly engaged in the business and held out to everyone as a partner.

General Partner

The party making the assignment.

Assignor

The party who hires people to do certain work.

Employer

An order by a depositor on the bank to pay a sum of money to a payee.

Check

Those having title to one or more shares of stock in a corporation; combined, they represent ownership of the corporation.

Shareholders (Stockholders)

Partner active in a business unknown to the public.

Secret Partner

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TermDefinition

Those individuals actively and openly engaged in the business and held out to everyone as a partner.

General Partner

The party making the assignment.

Assignor

The party who hires people to do certain work.

Employer

An order by a depositor on the bank to pay a sum of money to a payee.

Check

Those having title to one or more shares of stock in a corporation; combined, they represent ownership of the corporation.

Shareholders (Stockholders)

Partner active in a business unknown to the public.

Secret Partner

Court which conducts the original trial and renders its decision.

Trial Court

Customs which have become recognized by the courts as binding on the community.

Common Law

All property which is not real property.

Personal Property

Person who pretends to be a partner or permits others to represent him or her as a partner.

Nominal Partner

A designation which applies to a corporation in which an outstanding share of stock and managerial control are held by a limited number of people (often members of the same family).

Close (Closely Held) Corporation

The authority of an agent, stated in the document of agreement creating the agency.

Express Authority

An agent's authority to do things not specifically authorized in order to carry out express authority.

Implied Authority

The party to whom any negotiable instrument is made payable.

Payee

The person against whom legal action is brought.

Defendant

An individual who takes no active part in the management of a partnership, buy has capital invested in the business.

Silent Partner

Termination of a contract by performance, agreement, impossibility, acceptance of breach, or operation of law.

Discharge

Recipient of the proceeds of a life insurance policy; one who inherits property as specified in a will.

Beneficiary

Partners who have their liability for the firm's debts limited to the amount of their investment.

Limited Partner

Any contract other than a formal contract, whether written, oral, or implied.

Simple Contract

An indorsement which limits the liability of the indorser.

Qualified Indorsement (Qualified Endorsement)

A private or civil wrong, other than by breach of contract, for which there may be action for damages.

Tort

A party who appoints a second party to serve as an agent.

Principal

One who is authorized to execute the principal's business of a particular kind, or all the principal's business at a particular place, if not all of one kind.

General Agent

A commercial paper made payable to bearer, i.e. the person having possession of such.

Bearer Paper

The goods specified by the buyer and seller.

Identified Goods

A body of persons elected by the stockholders to define and establish corporate policy.

Board of Directors

Goods which are not in existence at the time a contract is agreed to.

Future Goods

An indorsement which designates the particular person to whom payment is to be made.

Special Indorsement (Special Endorsement)

The body of law concerned with private or purely personal rights.

Civil Law

A token award to symbolize vindication of the wrong done to the plaintiff; generally, the award is $1.00.

Nominal Damages

A relationship of trust and confidence, such as that which exists between partners in a partnership.

Fiduciary

Laws dealing with crimes and the punishment of wrongdoers.

Criminal Law

Designation that applied when a corporation operates in any state other than where it is chartered.

Foreign Corporation

An agreement which at the current time is not enforceable by law.

Unenforceable Contract

Those contracts in which the terms have not been completely executed or fulfilled by the parties.

Executory Contract

One to whom goods are shipped by common carrier.

Consignee

Newest form of business ownership recognized by the U.S.; combines features of both the corporation and partnership.

Limited Liability Corporation

Evidences of ownership of personal property such as stock of corporations, checks and copyrights.

Intangible Personal Property

A check drawn on a bank's own funds and signed by a responsible bank official.

Cashier's Check

An equitable doctrine that prevents the promisor from revoking the promise when the promisee justifiably acts in reliance upon the promise to his detriment.

Promissory Estoppel

One authorized by the principal to execute specific act(s).

Special Agent

Persons who are afflicted with a serious mental disorder impairing their ability to function.

Insane

A situation in which one of the parties to a contract fails or otherwise refuses to perform the obligations established in the contract.

Breach of Contract

A corporation formed to carry out government functions.

Public Corporation

A contract remedy by which the court requires the breaching party to perform the contract.

Specific Performance

The person to whom an offer is made.

Offeree

A document of conveyance which provides written evidence of title to tangible personal property.

Bill of Sale

A person who becomes the holder of a negotiable instrument by indorsement which names him or her as the person to whom the instrument is negotiated.

Indorsee (Endorsee)

Those rules of conduct prescribed by a government and its agencies in regulating business transactions.

Business Law

A seller agrees to transfer title to goods to the buyer for a consideration (price) at a future time.

Contract to Sell

The contract existing between the cosignor (shipper) and the carrier.

Bill of Lading

The proposal to make a contract.

Offer

The act of transferring ownership of a negotiable instrument to another party.

Negotiation

A writing drawn in a special form which can be transferred from person to person as a substitute for money or as an instrument of credit.

Negotiable Instrument (Commercial Paper)

The party to whom the assignment is made.

Assignee

Contracts in which the terms have ben fulfilled.

Executed Contract

One in which terms of the contract are implied by acts or conduct of the parties.

Implied Contract

Refusal to accept.

Rejection

An agreement between two or more competent persons which is enforceable by law.

Contract

One who contracts to perform certain tasks for a set fee, but who is independent of the control of the contracting party as to a means by which the contract is executed, except for specifications established in the contract.

Independent Contractor

A commercial paper made payable to the order of some named party; the word order or its equivalent must be used.

Order Paper

The signature or statement of purpose by the owner on the back of negotiable instrument, which indicates the future control of the instrument.

Indorsement (Endorsement)

Those goods which are, at the time of the contract, in existence and owned by the seller.

Existing Goods

A person in possession of a negotiable instrument who accepts the negotiable instrument in good faith and for value.

Holder in Due Course

Charging a person with a crime and asking for that person's plea.

Arraignment

A means of removing one's free will, obtaining consent by means of a threat to do harm to the person, his family, his property, or his earning power.

Duress

Power to act for someone else.

Authority

The repudiation of, or election to avoid, a voidable contract.

Disaffirmance

A business entity created by statutory law and owned by individuals known as stockholders.

Corporation

Stock that entitles owner vote.

Common Stock

Stock with an assigned face value

Par-value Stock

Stock giving special advantage as to payment of dividends, upon liquidation or both.

Preferred Stock