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Law & Risk

The Legal Environment of Business (Business Law PDF)

Written by Jason Gordon

Updated at April 18th, 2022

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Overview: This material covers the primary topics covered within Legal Studies, Business Law Course, Regulations, Risk Management, and Transactional courses.


BUSINESS LAW

  • The topics are expansions upon the material covered within the textbook, Business Law: An Introduction.pdf, by Jason Mance Gordon.


Introduction to Law

Understanding Law

  • What is "Law"?
  • Economic Strength of a Nation?
    • Capitalism vs Communism
  • What is the "Rule of Law"?

Law and Property

  • What is "property law" or "property rights?
  • What is "ownership"?
  • Why recognize property rights?
  • How the law protects property rights?

Principles of Law

  • What are the "common law" and "civil law" systems?
  • What is "public law" and "private law"?
  • What is "civil law" and "criminal law"?
  • What is "substantive law" and "procedural law"?
  • Sources of state and federal law?
    • United States Code of Laws
    • United States Code of Federal Regulations

The Judiciary

  • Role of Judiciary in the legal system?

Law and Business

  • Business activity and legal entities?
 

Constitutional Law

Constitutional Law (Intro)

US Constitution The Source of US Law

  • What is Included in the US Constitution?
  • What is the Commerce Clause?
  • What is the Taxing and Spending Power?
  • Standards for Constitutionality of Laws
  • Minimum Rationality
  • Strict Scrutiny
  • Intermediate Scrutiny (Quasi-Strict Scrutiny)
  • What are Judicial Restraint vs Judicial Activism

US Constitution States and Federal Governments

  • Government Structure: Comparisons
    • Monarchy
      • Absolute Monarchy
      • Constitutional Monarchy
      • Parliamentary Constitutional Monarchy
    • Parliamentary Republic
    • Presidential Republic
    • Semi-Presidential Republic
    • Communism
      • Eco-Communalism
    • Autocracy vs Democracy
    • Unicameral System vs Bicameral System
  • What is the Separation of Powers?
    • Executive Branch
    • Legislative Branch
    • Judicial Branch
    • Limitations: 
      • Emolument Clause
  • What is Federalism?
    • Commonwealth
  • What is the Supremacy Clause and Preemption?
  • What is the Full Faith & Credit Clause?
  • What is the Privileges and Immunities Clause?
  • What is the Contract Clause?

The 1st Amendment of the US Constitution

  • What is the 1st Amendment?
  • What are the Establishment Clause and Free Exercise Clause
  • How does freedom of religion affect business practice?
  • What is the protection of Freedom of Speech?
  • Speech with Limited or No Protection
  • What is Obscene Speech?
  • What are Fighting Words?
  • What is Commercial Speech?
  • What is Defamation?
  • What is Political Speech?
  • Overbreadth and Overly Broad Laws
  • Freedom of the Press
    • Watchdog Model
  • Freedom of Assembly

US Constitution 5th and 14th Amendments

  • What is the 5th Amendment
  • 5th Amendment (Federal Due Process Clause)
  • 14th Amendment
  • 14th Amendment (Incorporation Doctrine)
  • What is the Equal Protection Clause of the 14th Amendment

Politics and the US Government

  • Political Action Committee (PAC)
  • Civil Society Organization
  • Dark Money

US Court System

US Courts (Intro)

What is the authority for federal and state judicial systems?

  • What is the Authority for Article III Courts?
  • What is the Authority for Article I Courts?
  • What is the authority for courts under Article II?
  • What is the authority for Article IV Territorial Courts?
  • What is the authority for State Courts?
  • What are Article III Courts?
  • What are Article I Administrative Courts?
  • What are Article IV Territorial Courts?
  • What are state courts?

All About Federal and State Court Personal and Subject Matter Jurisdiction

  • What is Subject-Matter Jurisdiction?
  • What is Federal Court Subject-Matter Jurisdiction?
  • What is State Court Subject-Matter Jurisdiction?
  • Can a Federal trial courts hear state matters & vice versa?
  • Can a Federal appellate court hear federal matters & vice versa?
  • What is Personal Jurisdiction?
  • How to establish Federal Court Personal Jurisdiction?
  • How to establish State Court Personal Jurisdiction?
  • What is a Long-Arm Statute?

Members of Judicial System

  • Who are the primary players in the state judicial system?
  • What types of judges are part of the judiciary?
  • What are the duties of trial judges in the legal system?
    • Contempt of Court
    • Declaratory Judgment
    • Equitable Relief
      • Equity - Definition
  • What are the duties of Appellate Judges & Justices?
    • De Novo Review
  • What is the role of jurors in the judicial system?
  • What number of jurors and juror votes are required for guilt or liability?
  • What do Attorneys do?
  • Who are the other players in the judicial system?

How do cases arrive before appellate courts?

  • US Circuit Court?
  • US Supreme Court?
  • Appeals from Legislative and Administrative Courts
  • Appeals in the state court system?
 

Administrative Law

Understanding Administrative Agencies

  • Administrative Law (Intro)
  • What are Administrative Agencies?
  • Examples of Agencies and Sub-Agencies
    • Department of Commerce
      • Bureau of Census
        • ABCD Counties
    • Department of the Treasury
      • Office of Foreign Asset Control
      • US Bureau of Engraving and Printing
      • Office of the Comptroller of Currency
      • Committee on Foreign Investment in the US
      • Bureau of Fiscal Service 
      • The Financial Crimes Enforcement Network (FINCEN)
      • Alcohol and Tobacco Tax and Trade Bureau
      • The Inspector General
      • The Treasury Inspector General for Tax and Administration
      • Internal Revenue Service
      • The US Mint
    • Department of Transportation
      • Maritime Administration
    • Federal Communication Commission
    • Executive Office of the President
      • Office of Management and Budget
    • Federal Emergency Management Agency
    • Federal Energy Regulatory Commission
    • Government Accountability Office (GAO) (Comptroller General)
  • What are the functions of Agencies?
    • Examples:
      • Infrastructure
  • What is the authority for Administrative Agencies?
    • Sequestration of Agencies
  • How are administrative Agencies Organized?
  • How are key agency personnel appointed and removed?

Administrative Agency Functions

  • How do agencies create regulations?
  • What is the Judiciary's authority to review rulemaking?
  • What is the Judiciary's authority to review administrative court decisions?

Pros and Cons of Administrative Agencies

  • What are the advantages of administrative agencies?
  • What are the disadvantages of administrative agencies?

Non-Government Interactions Agencies

  • Sunshine Laws
  • Freedom of Information Act
  • Private Sector vs Public Sector
  • Public-Private Partnership
  • Self-Regulatory Organization
    • American Petroleum Institute
  • Ombudsman
  • Councils
    • Examples: 
      • Council of Economic Advisors

Criminal Law

 Criminal Law (Intro)

Arrest and Criminal Prosecution Process

  • What is Criminal Law?
  • What are the elements of a crime?
  • Classifications of crimes Misdemeanor vs Felony Criminal Charges?
  • What is the process of bringing criminal charges?
    • Cease and Desist Order
  • What is the process for executing an arrest?
  • What are the exceptions to reading Miranda Rights?
  • What is the process for initiating criminal charges?
    • Prima Facie
  • What is the Arraignment and Initial Appearance
  • Investigation - Subpoena
  • Common Defenses to Criminal Conduct
    • Ex. Castle Doctrine
  • Types of Punishment for Criminal Activity
  • Theories Behind Criminal Punishment
  • Federal Sentencing Guidelines

Criminal Law Protections and the Constitution

  • What are the 4th Amendment protections against Search and Seizure?
  • What are the 5th Amendment criminal law protections?
  • What are the 6th Amendment criminal law protections?
  • What are the 8th Amendment criminal law protections?

Crimes Against the Property of Others

Criminal Fraud

  • Activity Constituting Fraud
  • Good Faith as a Defense to Fraud
  • Common Types of Business Fraud

False Statements, Conspiracy, Aiding and Abetting, and Obstructing Justice

  • False Statement as a Criminal Charge
  • Conspiracy as a Criminal Charge
  • Obstruction of Justice as a Criminal Charge
  • Aiding and Abetting or Conspiracy to a Crime

White Collar Crime

  • What is a White Collar Crime?
    • Examples:
      • Lone-back Method of Money Laundering
      • Defalcation
      • Kiting
      • Lapping Scheme
    • Whistleblower
  • Crimes or Conduct Endangering Workers
  • Bribery or Illegal Kickback as a Crime
  • Racketeer Influenced and Corrupt Organization Act
    • Racketeering
  • The False Claims Act
  • Sarbanes Oxley Act
  • What is Cyber Crime
    • Phishing

Civil Litigation

Understanding Civil Litigation

  • Civil Litigation Procedure (Intro)
  • What is a civil lawsuit or civil action?

Civil Litigation Process

  • Who are the parties to a lawsuit?
  • What is standing to sue?
  • Venue
  • What is personal jurisdiction?
  • What is a class action?
  • What are the pleadings?
  • What is discovery?
  • What is the scope of discovery?
  • What are motions and how are they used?
  • What are frivolous cases?
    • Barratry
  • What is the process of selecting a jury?
  • What are the steps involved in a civil trial?
  • What is the burden of proof in a civil trial?
  • How is a civil trial decided?
    • Adjudication
    • Default Judgment
    • Stipulated Judgment
  • Equitable Defenses
    • Equitable Relief
    • Doctrine of Clean Hands
  • Compensatory Damages
  • Punitive Damages
  • Replevin
  • What is joint and several liability?
    • Judgment Proof
  • What is the process for appeal?
    • Amicus Curiae Brief
  • How do parties enforce a civil judgment?
    • Levy
    • Garnishment
    • Writ of Attachment
    • Writ of Execution
    • Writ of Seizure and Sale
    • Sheriff's Sale
  • What is res judicata

Alternative Dispute Resolution

 Alternative Dispute Resolution (Intro)

What is the Settlement of a Legal Dispute?
  • Demand Letter

Mediation of a Dispute

  • What is Mediation?
  • What are the advantages and disadvantages of Mediation?
  • How Do Parties Initiate Mediation?
  • What is the process for carrying out a mediation?
  • What is the process for challenging a mediation agreement?

Arbitration of a Dispute

  • What is Arbitration?
  • What are the Advantages of Arbitration
  • Initiating Arbitration Voluntary and Statutorily Mandated Arbitration?
  • What is the procedure for carrying out an arbitration?
  • Rules governing the arbitration Federal Arbitration Act
  • What is the Judicial Review of Voluntary Arbitration?
  • What is the Judicial Review of Mandatory Arbitration?
  • What is Review under the Federal Arbitration Act?
  • How are Arbitration Awards enforced?

Property Law

Property Law (Intro)

What is property?

  • Tangible and Intangible property?
    • Knowledge Capital
    • Calculated Intangible Value
  • Real and Personal Property?
    • Chattel
    • Littoral Land
  • Fixtures?
    • Appurtenance
    • Readily Removable Fixtures
  • What is ownership?
  • Role of Government in ownership of property?
    • Allodial System
  • Role of property rights in economic activity?
  • What are the limitations on property ownership rights?
    • What is nuisance?
    • What is Zoning?
    • What is Eminent Domain?
      • Just Compensation
    • What is Property Taxation?
      • Assessment Ratio
      • Millage Rate
    • Homeowners Association (HOA)

Acquiring Ownership in Real and Personal Property

  • Accession?
  • Rule of First Possession?
  • Lost or Mislaid Items?
  • Adverse Possession?
    • Encroachment
  • Contracts?
  • Gift?
  • Confusion?

Types, Transfer, and Ownership of Real Estate

  • Establishing and transferring ownership in real property?
    • Property Title
    • Absolute Title
    • Warranty Deed
    • Register of Deeds
  • Conveyance
  • What is a fee simple interest in real property?
    • Absolute Interest
    • Restrictive Covenant
  • What is a life estate in real property?
  • What is a leasehold estate in real property?
  • What are common types of co-ownership relationships in real property?
    • Owning Real Estate Personally vs as LLC
    • What if Co-Owners of Real Estate Want Out
  • Community Property and Separate Marital Property?
  • What is an easement interest in real property?
  • What is a license of real or personal property?

Real Estate Industry Concepts

  • Bundle of Rights
  • Absorption Rate
  • Fair Housing Act
  • Federal Housing Administration (FHA)
  • Housing and Urban Development (HUD)
    • National Housing Act
  • Design Build Contract
  • Building Permits
    • Certificate of Acceptance
  • Construction Surety Bond
  • Acquisition, Development, and Construction Loan (ADC)
  • Flipping (Real Property)
    • Buy, Strip, and Flip
  • Homeowner Affordability and Stability Plan
  • Building Residual Method
  • Accessory Dwelling Unit
  • Property Management
  • Cost-Plus Contract
  • Real Estate Investment Fund
Real Estate Purchase or Sale Process
  • Listing Agreement
  • Property Lawyers
  • Multiple Listing Service
  • Home Loan
    • Home Equity
  • Real Estate Purchase Agreement
  • Proof of Ownership
    • Register of Deeds
    • Title Search
    • Opinion of Title
    • Certificate of Title
    • Abstract of Title
    • Chain of Title
    • Clear Title
    • Cloud on Title
    • Defective Title
      • Defect of Record
    • Action to Quiet Title
      • Abeyance
    • Encumbrance
    • Affidavit of Title
    • Warranty of Title
    • Title Insurance
      • American Land Title Association (ALTA)
  • Earnest Money
  • Private Mortgage Insurance
  • Closing (Property)
    • Settlement Statement
    • Real Estate Settlement Procedure Act (RESPA)
    • HUD-1 Form
    • Closing Statement
    • Closing Costs
  • Buying Real Estate as an LLC
Foreclosure
  • What is a mortgage?
    • What are the Rights of a Mortgage Holder?
    • Deed of Trust or Security Deed?
      • Trust Deed
      • Certificate of Release
  • Judicial Foreclosure
    • Lis Pendens
    • Deficiency Judgment
  • Short Sale 
  • Homeowners Protection Act
  • Deed in Lieu of Foreclosure
  • Tax Deed
Real Estate Leasing
  • Tenancy at Will 
  • Closed End Lease Definition
  • One Percent Rule
  • Net Lease
  • Triple Net Lease (NNN)
  • True Lease Definition
  • Land Lease Option
  • Hell or High Water Contract
  • Habendum Clause
  • Attornment
  • Implied Warranty of Habitability
  • Emblements Definition
  • Co-Tenancy Clause


Bailments (Personal Property)

  • What is a bailment?
    • Consignment
  • Unilateral-benefit and mutual benefit bailments?

Tort Law

Understanding Tort Law

  • Tort Law (Intro)
  • What are Torts?
  • What are the types of torts?

Intentional Torts

  • What are Intentional Torts?
    • Unintentional Tort
  • Assault and Battery?
  • Intentional Infliction of Emotions Distress?
  • Invasion of Privacy?
  • False Imprisonment?
  • Malicious Prosecution?
  • Trespass?
  • Conversion?
  • Defamation?
  • Defenses to Defamation?
    • Absolute Privilege
  • Defamation and 1st Amendment Considerations?
  • Fraud?
  • Intentional Interference with Contractual Relations?

Negligence

  • What is Negligence?
  • Negligence A Duty of Care?
  • Negligence Breach of Duty of Care?
  • Causation?
  • Cause-in-Fact
  • What are common defenses to negligence actions?

Strict Liability

  • What is Strict Liability?
  • Strict Liability Causes of Action Examples
  • Strict Products Liability
  • What defenses exist to strict product liability actions?

Damages

  • Compensatory damages?
  • Punitive damages?
  • Treble Damages

Contract Law

Contract Law (Intro)

Characteristics of a Contract

  • What is a Contract?
    • Contract Theory Definition
    • Meeting of the Minds
    • Doctrine of Utmost Good Faith 
    • Aleatory Contract Definition
  • What are the sources of contract law?
    • Restatement of Contracts
    • Uniform Commercial Code
    • Convention on Contracts for the International Sale of Goods (CISG) 
  • What is a Unilateral Contract vs a Bilateral Contract?
  • What is an Express Contract vs an Implied Contract?
  • What are the requirements to form a Contract (Offer, Acceptance, Consideration)?
  • What is an Enforceable Contract vs. a Valid Contract?
  • What is a Void Contract vs a Voidable Contract?
  • Adhesion Contract 
  • What is Mental Capacity to contract?
  • What is the requirement of a Lawful Purpose?
  • What are common types of Voidable Contract?

What is a Contract Offer, Acceptance, and Consideration?

  • What is an Offer?
    • Sum Certain (Contracts) Definition
  • When does an offer to contact terminate?
  • Counterparty Definition
  • Mirror Image Rule?
  • Rule for Sale of Goods
  • Silence is Not Acceptance?
  • Mailbox Rule
  • Shrink-wrap Agreement Definition
  • Click-Wrap Agreement Definition
  • What is Consideration?
  • What is Promissory Estoppel?

When a Contract Must be in Writing Statute of Frauds

  • When is a contract required to be in writing Statute of Frauds?
  • What type of writing satisfies the statute of frauds?
  • Exceptions to the Statute of Fraud
  • Documents Under Seal
  • Who Can Sign Contracts on Behalf of a Company?
  • E-Sign Act

Third Parties to a Contract

  • Privity of Contract
  • Who are third-party beneficiaries to a contract?
  • What is assignment and delegation of a contract?

Contract Performance, Breach, and Damages

  • When is a party's Duty of performance?
    • Aleatory Contract
  • What is an Executed contract vs an Executory contract?
    • Inchoate Definition
    • Evergreen Contract
  • What is Performance, Substantial Performance, and Breach of a contract?
  • What is performance of a Divisible Contract?
  • When is a party's duty of performance discharged?
  • What are conditions to Contract (Precedent & Subsequent)?
    • Abandonment Option (Contract) Definition
    • Cooling Off Rule Definition
  • What is tender performance of a contract?
  • What are Impossibility and Impracticability
  • What is a Frustration of Purpose?
  • Waiver or Release from Contract
    • Accord and Satisfaction
    • Force Majeure Clause
  • Novation
  • What is a Breach of Contract?
    • Repudiation (Contract) Definition
    • Anticipatory Repudiation
  • Acceleration Clause (Contracts) Definition
  • What methods exist for resolving a breach?
    • Assumpsit
  • What remedies exist for a breach of contract?
    • Rescission (Contract)
    • Exculpatory Clause
    • Hold Harmless Clause
  • What is Efficient Breach?

How to Read the Contract

  • Organization of a Contract
  • How to Read the Contract
    • Boilerplate
  • Contract Representations & Warranties
  • Contract Covenants
  • What rules does a court follow in interpreting a contract?
  • Addendum 
    • Allonge Definition
  • What is the Parol Evidence Rule?
  • What is a complete integration vs a partial integration?
  • Exceptions to the Parol Evidence Rule
  • Patent and Latent Ambiguity in a Contract

Specific Types of Contract

  • Service Level Agreement Definition 
  • Offtake Agreement

Agency Law

Understanding Agency

  • Agency Law (Intro)
  • What is an Agency relationship?
  • What are the types of agents?
  • Employee vs. Independent Contractor

Principal-Agent Relationship

  • What are the types of principals?
  • What is required to form a principal-agent relationship?
  • What are the duties of a principal?
  • What are the duties of an agent?

Personal Liability of Principal and Agent

  • What is the authority of an Agent to Bind Business in Contract?
  • When are Agents liable to principals and third parties?
  • What is Respondeat Superior?
  • What is a Frolic and Detour?

Ending the Agency Relationship

  • When does the Agency Relationship Terminate?

Business Entities

 Business Entities (Intro)

Why is studying business entities important?

Considerations When Forming a Business Entity

Holistic (Detailed) Overview of Setting Up a Business Entity

Business Entities Types and Characteristics

  • What are Business Entities?
  • What is a Closely-held vs Publicly-held Business?
  • What are the main types of business entity?
  • What are the primary characteristics of business entities?
  • What is Creation of a business entity?
    • Where to Form a Business
    • Incorporating in Delaware
    • Forming an LLC in Nevada or Wyoming
    • Creating a Company Offshore
    • Promoter
    • Promoter Liability
    • De Jure Corporation
    • Ultra Vires
    • Brassplate Company
  • What is Maintenance of a business entity?
  • What is Continuity of a business entity?
    • Business Continuity Planning
    • Buy Sell Agreements
    • Shotgun Clause
    • Winding Up
    • Dissolving a Foreign Qualification
  • What is the Ownership structure of a business entity?
    • Joint Stock Company
    • Parent Company
    • Subsidiary Company
      • Wholly-Owned Subsidiary
      • Operating Subsidiary
    • Holding Company
    • State-Owned Enterprise
    • Mutual Company
    • Conglomerate
  • What is Control of a business entity?
  • What is Personal liability of owners of a business entity?
    • Entity Theory
    • Piercing the Corporate Veil
  • What is Compensation of business owners?
  • What is Taxation of a business entity?
  • What is Sales & Use tax?
  • What are payroll and self-employment taxes?

Breakdown of Specific Business Entities

  • Sole Proprietorships
    • What are the major characteristics of a Sole proprietorship?
  • Partnerships
    • Model Laws
      • Uniform Partnership Act
      • Uniform Limited Partnership Act
    • Partnership Agreement
    • At-Will Partnerships
    • Responsibilities of Partners to the Partnership
      • Silent Partner
    • Funding the Partnership
    • How are Partners Compensated
      • Splitting Equity in an Industrial Partnership
    • Terminating the Partnership
    • Types of Partnerships
      • What are the main characteristics of a General partnership?
        • Tort Liability of General Partner
      • What are the main characteristics of a Joint venture?
      • What are the main characteristics of a Limited partnership?
        • Family Limited Partnership
        • Master Limited Partnership
      • What are the main characteristics of a Limited liability partnership?
  • Limited Liability Company (LLC)
    • What are the main characteristics of a Limited liability company?
    • Forming an LLC
    • Articles of Organization
    • Operating Agreement or LLC Agreement
      • Why You Need an LLC Agreement
    • LLC Compensation of Members
    • LLC Taxation
    • Converting to an LLC
  • Corporation
    • What are the main characteristics of a Corporation
    • Articles of Incorporation 
      • What to include in the Articles of Incorporation
    • Corporate Bylaws
    • Exiting the Corporation
    • Dissenter's Rights
    • What are the requirements to be an S Corporation?
  • Non-Profit Organization
    • NonProfit Business Entities
    • Private Foundation

More Depth on Business Entities

  • A Detailed Explanation of the Sole Proprietorship
    • Taxation of Sole Proprietorship
  • A Detailed Explanation of the General Partnership
    • 50/50 Partnerships: Never a Good Idea
    • Publicly-Traded Partnerships
  • A Detailed Explanation of the Limited Liability Company
  • A Detailed Explanation of the Corporation
    • Keepwell Agreement (Letter of Comfort)
    • Personal Service Corporation Definition
  • A Detailed Explanation of the Non-Profit Entity
  • Public Limited Company (UK)

Corporate Governance

Corporate Governance Law (Intro)

Understanding Business Governance

  • What is Business Governance?
    • Berle-Means Thesis 
    • Corporate Governance Rating Definition
  • Who are the members of a corporation?
  • Ownership Structure
    • Corporate Charter
    • Shareholder Register
    • Common Stock
    • Preferred Stock
    • Par Value
    • Authorized Shares
    • Issued Shares of Stock
    • Unissued Shares of Stock
    • Outstanding Shares
    • Institutional Shares
    • Dual Class Shares
  • What is a closely-held corporation?
    • Close Corporation Plan Definition
  • What is a Private Company vs a Public Company?
  • What is the role and purpose of the corporation?
  • What is the Agency theory of corporate governance?
    • Shareholder-Centric Perspective
    • Shareholder Value
  • What is the Stakeholder theory of corporate governance?

Shareholders

  • What is the role & rights of Shareholders in the corporation?
    • Shareholder Democracy Definition
    • Quorum Definition
    • Information Circular
    • Straight and Cumulative Voting
      • Statutory (Straight)
      • Cumulative Voting
      • Plurality Voting
    • Class Voting Shareholders
    • Changing the Voting Rules
    • Supermajority (Voting)
    • Shareholder Sponsored Proposal 
  • What are the variations on attributes of Ownership structure?
    • Stock Split
  • What are the fiduciary duties owed by shareholders?
  • When is a shareholder personally liable for corporate obligations?
  • Shareholder Protections
    • Appraisal Rights
    • Dissenter's Rights
    • Say on Pay Rights
  • How can shareholder enforce their rights (direct and derivative actions)?
    • Amotion
  • What is the process for bringing a Derivative action?
  • What are corporate vote Proxies?
    • Proxy Statement
  • Proxy Fight or Contest Definition & Explanation 
  • What is Shareholder Activism and the significance of Institutional Investors?
    • Activist Investor

Board of Directors

  • Overview of Board of Directors
    • Board Decision Making
    • Advisory Board (Observer Directors)
  • What is the role of the Board of Directors?
    • Board of Trustees
    • Board of Governors
  • What is the composition of the board of directors?
    • Chairman of the Board
      • CEO as Chairman of the Board
    • Inside Director
    • Outside Director
    • Outside Director or Non-Executive Director Definition
    • Independent Outside Director
  • Corporate Committees
    • Budget Committee
    • Audit Committee
    • Compensation Committee
    • Nomination Committee (Corporate Board)
  • What standards govern the actions of the board of directors?
    • Duty of Candor Definition
    • Duty of Care (Board of Directors)
    • Duty of Loyalty (Directors) 
      • Self-Dealing
    • Board Evaluation Definition
  • What is the Business Judgment Rule?
  • What is D&O insurance?
  • Codetermination (Foreign)

Officers

  • What is the role of Managers of the corporation?
  • What standards govern manager actions?
  • Common Officer Positions
    • Chief Executive Officer (CEO)
    • Chief Financial Officer
    • Chief Information Officer (CIO)
    • Chief Investment Officer (CIO)
    • Chief Legal Officer
    • Chief Operating Officer
    • Chief Risk Officer
    • Chief Security Officer
    • Chief Technology Officer (CTO)

Corporate Governance Laws & Influences

  • What are the primary state and federal corporate governance laws?
  • What is the role of the state in corporate governance?
  • What is the role of Securities Laws in corporate governance?
  • What is the role of the Foreign Corrupt Practices Act in corporate governance?
  • What is the Sarbanes-Oxley Act (SOX) effect on corporate governance?
    • Sarbanes-Oxley Act (SOX)
  • What is the Dodd-Frank Wall Street Reform and Consumer Protection Act effect on corporate governance?
  • Corporate Monitors
  • What industry organization standards affect corporate governance?
  • How do proxy advisory firms affect corporate governance?
  • What is the role of ethics in corporate governance?

Corporate Governance Issues

  • What are the major causes of corporate governance issues?
  • What are the access to information issues?
  • What are decision-making structure issues?
  • What are the power struggle or competition issues?
    • Holding Company
  • What are hostile takeovers and defenses to hostile takeovers?
    • Williams Act
    • Staggered Board
    • Shark Repellent Defenses?
    • Poison Pill Defenses?
      • Flip Over Poison Pill Definition
      • Flip In Poison Pill Definition
      • Voting Poison Pill Plan
    • Delay-Tactic Defenses?
    • Legal Lockup Defenses?
    • White Knight and Pac Man Defenses?
    • Jonestown Defense
    • Lady Macbeth Strategy
    • Macaroni Defense
    • Yellow Knight
    • Back-end Plan Definition
    • Backflip Takeover Definition
    • Dead Hand Provision Definition
    • Kamikaze Defense
    • Operating Company Property Company Model
    • Whitemail
    • Scorched Earth Policy Definition
  • Revlon Rule
  • What are benefit-alignment issues?

Foreign

  • Cadbury Rules Definition

Securities Law

Understanding Securities Law

  • Securities Law (Intro)
  • What are Securities Laws?
  • What is a Security?
  • What qualifies as an Investment contract?
  • What are the primary federal securities laws?
  • What are the regulatory goals of security laws?
  • What is the Securities and Exchange Commission?
  • What is an Initial Public Offering?
  • What is a Direct Public Offering?
  • What is Crowdfunding?

Securities Act of 1933

  • What is an Offer to Sell securities?
  • Who are the parties regulated in an offer to sell securities?
  • What are the primary disclosure documents required in an offer to sell securities?
    • Forward Looking
    • Red Herring Prospectus (Securities) Definition
  • Registration of Securities
  • What is an issuer allowed to do at each stage of the registration process?
  • How are issuers classified for purposes of the registration and offering process?
  • What is an issuer allowed to do during the Pre-filing Period?
  • What are the limitations on the issuer during the Post-filing, Waiting Period?
  • What is an issuer allowed to do during the Post-Effective Period?
  • What is an Emerging-Growth Company?
  • What type of information must an issuer disclose?
  • What laws govern the mechanics of disclosure in a securities offering?
  • Deficiency Letter (Securities Law)

Registration Exemptions Securities Act of 1933

  • What are Exempt Securities and Exempt Transactions?
  • What are Restricted Securities?
  • What is a Section 3 Exemption from registration?
    • Section 3(a)?
    • Section 3(b)?
  • What is a Rule 147 Exemption?
  • What is a Section 4(a) Exemption?
    • Section 4(a)(5)?
  • What is a Regulation A Exemption?
  • What are Regulation D Exemptions?
    • What is a Rule 504 Exemption?
    • What is a Rule 505 Exemption?
    • What is a Rule 506(b) Exemption?
    • What is a Rule 506(c) Exemption?
  • What is Rule 502(d) and the Rule 144 Safe Harbor?
    • Rule 144a
  • What are the disclosure requirements for companies employing an exemption?
  • What is the requirement to file Form D?
  • What is the effect of failing to register an offering under Section 5?

Liability Under the Securities and Exchange Act of 1933

  • What is civil liability under Section 11 of the 33 Act?
  • What is civil liability under Section 12 of the 33 Act?
  • What are defenses available to charges under Sections 11 and 12?
  • What is civil liability under Section 17 of the 33 Act?
  • What is potential criminal liability under the 33 Act?

The Security Exchange Act of 1934

  • When must an issuer register pursuant to the 34 Act?
  • What disclosures are required of reporting companies under the 34 Act?
  • What is liability under Section 10(b) and Rule 10(b)(5)?
  • What is insider trading under Rule 10(b)(5)?
  • What damages are available under Section 10 and Rule 10(b)(5)?
  • What is insider trading under Section 14 of the 34 Act?
  • What is liability under Section 16 of the 34 Act?
  • What is liability under Section 18 of the 34 Act?
  • What is criminal liability under the 34 Act?

Liability under the Securities Enforcement Remedies Act?

Blue Sky Laws State Securities Laws

  • What are Blue Sky Laws?
  • When is an issuer required to comply with state securities laws?
  • What are the registration requirements under state law?
  • What is Coordinated Registration under state law?

Employment Laws

Understanding Employment Laws

  • Employment Law (Intro)
  • Who is an employee under the employment law?
    • Subcontracting
  • What characterizes the employer-employee, At-Will relationship?

Major Employment Laws

  • What are the major employment laws?
  • What are the taxation requirements imposed upon employers?
  • What is the Fair Labor Standards Act (FLSA)?
    • Exempt Employee 
    • NonExempt Employees
  • Family Medical Leave Act (FMLA)?
  • Worker Adjustment and Retraining Act (WARN Act)?
  • Occupational Safety and Health Act (OSHA)?
  • Employee Retirement Income Security Act (ERISA)?
    • Active Participant Status
    • Defined Benefit Plan
      • Pension Plan
      • Accumulated Benefit Obligation
    • Defined Contribution Plan
    • Cash Balance Plan
    • Pension Benefit Guaranty Corporation
    • Blackout Period
    • Benefit Allocation Method
    • Multinational Pooling
    • DB(k) Plan Definition
    • Employee Contribution Plan
    • Unit Benefit Plan
    • Top Hat Plan
    • Non-Discrimination Rule
    • Alternative Minimum Cost Method
  • Consolidated Omnibus Budget Reconciliation Act (COBRA)?
  • Health Insurance Portability and Accountability Act (HIPAA)
  • Workers Compensation Laws?
    • Workers Compensation Coverage A Definition
    • Workers Compensation Coverage B Definition
  • Unemployment
    • Federal Unemployment Tax Act
    • State Unemployment Tax Act
    • Voluntary Termination
  • Employment Verification Laws?
    • Form I-9
  • Workplace Privacy Laws?
    • Background Checks

Other Employment Laws

  • Davis-Bacon Act
  • Loudermill Rights
  • Work Opportunity Tax Credit

Employment Agreements

  • Work for Hire Agreement (Independent Contractor Agreement)
  • Engagement Letter Definition
  • Non-Compete Agreement
  • Non-Solicitation Clause
  • Wrongful Termination Claim

Labor Laws

  • What are labor laws?
    • Organized Labor
    • Collective Bargaining Agreement
    • Labor Union
  • What are the major labor laws?
    • Department of Labor
  • What is the National Labor Relations Act?
    • Unfair Labor Practice
    • Right to Work Laws
  • Labor Management Relations Act
  • Labor Management Reporting and Disclosure Act

Employment Discrimination

Understanding Employment Discrimination

  • Employment Discrimination (Intro)
  • What is Employment Discrimination?
    • Glass Ceiling

Employment Discrimination Laws

  • What are the major Employment Discrimination laws?
  • Civil Rights Act of 1866 (1981 Actions)
  • Age Discrimination in Employment Act (ADEA)
  • Americans with Disabilities Act (ADA)
  • The Rehabilitation Act
    • Job Accommodation Network
  • Genetic Information Non-Discrimination Act (GINA)
  • Discrimination in Health Coverage
    • Health Insurance Portability and Accountability Act (HIPAA)
    • Affordable Care Act (ACA)
  • Uniform Service Employment and Reemployment Rights Act (USERRA)
  • Sexual Orientation and Identification
  • What is Affirmative Action?

What is employment discrimination protection under state law?

Discrimination Under Title VII of the Civil Rights Act

  • Overview of Title VII (Civil Rights Act of 1964)
    • Civil Rights Act of 1964
  • What is employment discrimination under Title VII?
  • How are Title VII protections enforced?
    • Wrongful Termination Claim
  • Types of Discrimination
    • Disparate Treatment
    • Disparate Impact
  • What is race discrimination under Title VII?
  • What is national origin discrimination under Title VII?
  • What is religious discrimination Under Title VII?
  • What is sex discrimination under Title VII?
  • What is sexual harassment or Hostile work environment under Title VII?
    • Quid Pro Quo
  • What is pregnancy discrimination under Title VII?

Equal Pay Act of 1963

Consumer Protection Law

Understanding Consumer Protection Law

  • Consumer Protection Law (Intro)
  • What is consumer protection law?
    • Ex: Cooling Off Rule
  • What major federal laws protect consumers?

Regulatory Agencies 

  • What is the Federal Trade Commission
    • Enforcement procedures of the FTC?
    • Penalties for violating FTC regulations?
  • Commercial Practices Prohibited by FTC?
    • Unfair Trade Practices 
    • Predatory Pricing
    • Bait & Switch
    • Lemon Laws
  • Consumer Financial Protection Bureau

Fair Credit Reporting Act

  • What is the Fair Credit Reporting Act?
  • Users of Information?
    • Credit Reporting Agency Consumers
  • Reporting Agencies?
    • Consumer Reporting Agency
  • Furnishers of Information?
  • Enforcement?

Other Consumer Protection Laws

  • Truth in Lending Act
  • Fair Debt Collection Practices Act
  • Fair Credit Billing Act
  • Electronic Funds Transfer Act
  • Electronic Funds Transfers (EFT)
  • Equal Credit Opportunity Act
  • Regulation B
  • Consumer Credit Protection Act
  • Consumer Advisory Council
  • Consumer Financial Protection Act
  • Consumer Product Safety Act
  • Consumer Product Labeling Laws
  • Credit Repair Organization Act
  • Federal Food, Drug, and Cosmetic Act
  • Magnuson-Moss Warranty Act
  • Privacy Act of 1974 (Privacy Act)
  • Personally Identifiable Information
  • Right to Financial Privacy Act of 1978 (RFPA)
  • Electronic Communication Privacy Act of 1986 (ECPA)
  • Childrens Online Privacy Protection Act of 1986 (COPPA)
  • Privacy Policy
  • CAN SPAM Act

What role do states play in Consumer Protection?

Antitrust Law

Antitrust Law (Intro)

Antirust Laws

  • What is Antitrust Law?
  • What are the Major Antitrust Laws?
  • What government agency enforces antitrust law?
  • What Sanctions are available under antitrust law?

The Sherman Act

  • What is the Sherman Act of 1890 (Sherman Act)?
  • What is a Contract, Combination, of Conspiracy in restraint of trade?
  • What is Per Se Illegality and the Rule of Reason?
  • What is a Monopoly?
    • Herfindahl Hirschman Index (HHI) Definition
  • What businesses are exempt from the Sherman Act?

Horizontal Restraint Sherman Act?

  • Sharing Information?
  • Refusal to Deal?
  • Territorial Agreement?
  • Price Fixing?

Vertical Restraints Sherman Act

  • Resale restraint?
  • Exclusive dealing?
  • Tying products?
  • Territorial agreements?
  • What is Monopolization under the Sherman Act?

Clayton Act

  • What is the Clayton Act of 1914 (Clayton Act)?
  • What is price discrimination under the Clayton Act?
  • What are special arrangements prohibited under the Clayton Act?
  • When are tying contracts an illegal restraint under the Clayton Act?
  • When are reciprocal dealing contracts an illegal restraint under the Clayton Act?
  • How does the Clayton Act regulate mergers and acquisition?
  • FTC Act Antitrust Law

Secured Transactions

Secured Transactions Law (Intro)

Security Interests Explained

  • What is a Security Interest?
    • Collateral 
      • Pledge as Collateral
      • Collateralize
      • Cross Collateralization
      • After-Acquired Collateral
    • Unsecured Loan Definition
      • Unencumbered Asset
  • What is a Secured Creditor?
    • Unsecured Creditor
  • What are the benefits of security interests for creditors?
    • Limited Recourse Debt
  • Uniform Commercial Code - Article 9

Security Interests in Land

  • What are the common types of security interest in real property (land)?
  • What is a mortgage?
  • How does a security interest protect the mortgage holder?
    • Lis Pendens
    • Deficiency Judgment
  • What is a Deed of Trust or Security Deed?
  • What is a Land Sale Contract?

Security Interest in Personal Property

  • What is a security interest in personal property?
  • How does one establish a security interest in personal property?

Establishing a Security Interest

  • What is Perfection of a security interest?
  • What are the methods of perfecting a security interest in personal property?
    • UCC-1 Statement
  • How does one establish a security interest in real property (land)?
    • Register of Deeds
  • What is Automatic Perfection of a security interest?
  • What is a Purchase Money Security Interest (PMSI) in consumer goods?
  • What is a Purchase Money Grace Period for a PMSI in non-consumer goods?
  • How does one continue perfection of a PMSI in non-consumer goods?
  • What is Temporary Automatic Perfection in Proceeds from the sale of goods?
  • How is a security interest created in Assignment of Accounts Receivable and Contract Rights?
  • How does one perfect a security interest by Possession of the collateral?
  • How does on perfect a security interest by Control of collateral?
  • How does one perfect a security interest by Filing a Financing Statement?
  • What authorization is required to file a financing statement?
  • Where is the appropriate office to file a financing statement?
  • Defeasance
  • Continuation Statement

Understanding Priority of a Security Interest

  • What is Priority of a security interest?
  • What role does perfection play in establishing the Priority of a secured party?
  • What are the common conflicts arising as to priority of a security interest?
  • What is the priority of parties secured by common law and statutory liens?
    • Lien - Definition
      • Blanket Lien Definition
      • Unperfected Lien
      • Possessory Lien 
      • Non-Possessory Lien 
    • Tax Lien
    • Mechanics Lien Definition
    • Construction Lien
    • Cloud on Title
  • What is the priority of a buyer of collateral that is subject to a security interest?

Defenses Against Security Interests

  • What is required to be a buyer in the ordinary course of business?
  • How does 9-320(b) protect consumers who purchase goods from other consumers?
  • What is the Shelter Principle?

Priority of Conflicting Security Interests

  • What are the general Priority Rules for Conflicting security interests?
    • Subordination Agreement
  • Who has Priority in Proceeds from the sale of collateral?
  • What is a secured party's priority in future advances to a debtor?
  • What is the priority of a PMSI in goods (other than inventory and livestock)?
  • What is the priority of a PMSI in inventory?
  • What is the priority of conflicting PMSIs?
  • What is the priority of security interests in fixtures?
  • What is the scope of fixture priority rules?

Commercial Paper

Understanding Commercial Paper

  • Commercial Paper (Intro)
  • What is Commercial Paper?
  • Negotiable Instrument
  • What are the common types of commercial paper?
    • Promissory Note
    • Cashier's Check
    • Convenience Check
    • Certified Check
    • Substitute Check
    • Bill of Exchange
    • Bank Draft Definition
    • Sight Draft Definition
    • Bankers Acceptance 
  • Who is a Holder of a negotiable instrument?
  • Commercial Paper Funding Program

Negotiability of Commercial Paper

  • What is Negotiability and why is it important?
  • What is required for commercial paper to be negotiable?
    • Sum Certain (Contracts)
    • Inflation Adjustment Clause
  • When does commercial paper contain an Unconditional promise to pay?
    • Backup Line of Credit
  • What is Payable on Demand or Payable on Time?
  • What is Order Paper and Bearer Paper?
    • Bearer Form
  • How is a payee identified on the negotiable instrument?
  • What rules does the court apply in determining negotiability?

Negotiation or Transfer of Commercial Paper

  • How is commercial paper negotiated to a holder?
  • What is Transfer of a negotiable instrument?
  • What is Indorsement of a negotiable instrument?
  • What are the various types of indorsement?
    • Bank Endorsement
    • Blank Endorsement
    • Accommodation Endorsement

Primary Obligation to Pay Commercial Paper

  • How does a holder receive payment on a negotiable instrument?
  • Who is potentially liable on (or obligated to pay) a negotiable instrument?
  • When is an individual liable for a representative signing a negotiable instrument?
  • What rules apply if a holder loses a negotiable instrument?
  • When is payment of a negotiable instrument overdue?

Underlying Obligation

  • What effect does a negotiable instrument have on the underlying obligation?

Holder in Due Course

  • What is a holder in due course?
  • What are the requirements for a holder to become a holder in due course?
  • Receive an instrument for value?
  • Receive an instrument in good faith?
  • Receive an instrument without notice of a valid defense?
  • How does discharge of the Underlying Obligation affect a holder in due course?

Defenses Against Payment of a Negotiable Instrument

  • What is the Shelter Rule?
  • Can you limit a transferee from becoming a holder in due course?
  • Personal Defenses?
  • Real Defenses?
  • What is a Claim in Recoupment?
  • What are the rights of a holder in due course if the instrument involves a consumer transaction?
  • What happens if a negotiable instrument is Forged?
  • What happens if a negotiable instrument is Stolen?

Secondary Liability to Pay a Negotiable Instrument

  • Guaranty or Guarantee
    • Letter of Guarantee
    • Personal Guarantee
  • What is the role of a Guarantor or Surety of a negotiable instrument?
    • Surety 
    • Cosign
    • Accommodation Paper Definition
    • Secondary Liability
    • Avalize Definition
  • What is an Accord & Satisfaction?
  • What is primary and secondary liability on an instrument?
  • What is Drawer or Maker Liability for a negotiable instrument?
  • What is Transferor Warranty of a negotiable instrument?
  • What is Indorser Warranty of a negotiable instrument?
  • What is Presentment Warranty of a negotiable instrument?
  • What is a warrantors liability for a dishonored note or draft?
  • What is the time limitation for warranty of a negotiable instrument?
  • When are the warranties of a negotiable instrument discharged?

Bankruptcy Law

Understanding Bankruptcy

  • Bankruptcy Law (Intro)
  • What is Bankruptcy?
    • Insolvency - Definition
  • What are the types of business bankruptcy?
    • Chapter 9 Bankruptcy
    • Chapter 12 Bankruptcy
    • Chapter 15 Bankruptcy  

Bankruptcy Process

  • Who are the participants in the bankruptcy process?
  • Key concepts behind the bankruptcy process?
    • Absolute Priority Rule
    • Pari Passu
  • What rules govern the bankruptcy process?
    • US Bankruptcy Code
    • Bankruptcy Abuse Prevention and Consumer Protection Act
    • American Bankruptcy Institute Definition
  • What the authority of the bankruptcy court?
  • What is the authority of the trustee (debtor in possession) in bankruptcy?
    • Debtor in Possession
  • What assets of the debtor are included in the bankruptcy estate?
    • Bulk Sales Law
  • What is the automatic stay in bankruptcy?
  • What is a claim by creditors of the bankruptcy estate?
  • What is voluntary and involuntary bankruptcy?

Business Bankruptcy Process

  • What is the Chapter 7 bankruptcy process?
  • What is the Chapter 11 bankruptcy process?
  • How to File Bankruptcy for a Business

Authority of the Debtor in Possession

  • Accept or reject contracts?
  • Avoiding powers?
  • Stay of Proceeding?
  • Use of Business Assets?
  • Post-Petition Financing?
    • Bankruptcy Financing - Definition

Finalizing the Bankruptcy Process

  • What is the appointment of a Trustee or Examiner in business bankruptcies?
  • What is a Plan of Reorganization?
    • Reorganization - Definition
    • Subordinated Debt
    • Preferred Debt
  • What is Cramdown of a reorganization plan?
  • To what extent does the bankruptcy process relieve a debtor's debts?

Environmental Law

Overview of Environmental Laws

  • Environmental Law (Intro)
  • What are environmental laws?
  • What is the structure of environmental protection law?
  • What is the Environmental Protection Agency?
  • How are environmental laws enforced?

National Environmental Policy Act

  • What is the National Environmental Policy Act of 1970?
  • Environmental Impact Statement?

Clean Air Act

  • What is the Clean Air Act?
  • State Implementation Plan?
  • New Source Performance Standards and New Source Review?
  • Prevention of Significant Deterioration?
  • Non-attainment Areas?
  • Interstate Pollution?
  • Enforcement?

Clean Water Act

  • What is the Clean Water Act?
  • Exceptions or Variances?

Laws Targeting Animals

  • What is the Endangered Species Act of 1973?
  • What federal laws control pesticides?

Waste Disposal

  • What laws govern solid waste disposal?
  • What is the Toxic Substance Control Act of 1976?
  • What is the Comprehensive Environmental Response, Compensation, and Liability Act?

Intellectual Property

Understanding Intellectual Property

  • Intellectual Property Law (Intro)
  • What is Intellectual Property?
  • What is the purpose in granting intellectual property rights?
  • What is required to capture or secure intellectual property rights?
    • Work for Hire
    • California Labor Code 2870

Trade Secrets

  • What are Trade Secrets?
  • Non-Disclosure Agreement

Patent Rights

  • Patents or patent rights?
    • Letters Patent
  • Primary types of patents?
    • What Can I Patent?
  • Requirements for a valid patent?
    • Can your Invention be Patented?
    • What is a Patentability Search?
      • When is a Patentability Search Necessary?
    • Why is a Patent Search Important?
  • Requirements for a design patent?
    • How to Do a Design Patent Search
    • Cost of a Design Patent
  • Requirements for a utility patent?
    • Why Do You Need a Utility Patent?
  • Plant Patent?
  • Process for securing patent rights?
    • Patent Search
      • Basics of Doing a Patent Search
        • 5 Rules for Effective Patent Searches
      • What are Patent Databases?
        • Tools for Patent Searches
        • DIY Patent Search
      • Understanding Patent Keyword Searches
      • Patent Searches for Software
      • Doing a European Patent Search
      • WIPO Patent Search
      • Cost of Doing a Patent Search
    • Patent Search vs Patent Analysis
    • Structure of a Patent
    • Patent Filing Date
    • Patent Attorney
    • Do You Need a Patent Lawyer?
    • Applying for Design patent
  • Provisional Patent?
    • Applying for Provisional Patent
    • Doing a Provisional Patent Search
    • How to Draw Up a Provisional Patent
    • Converting a Provisional Patent to a Non-Provisional Patent
  • What Does Patent Pending Mean?
  • Process for enforcing ones patent rights?
    • Patent Infringement
  • Patent Troll

Trademarks

  • What is a Trademark?
  • Types of trademark?
  • Requirements to capture trademark rights?
  • Distinctiveness requirement for a Trademark?
  • Determining whether a trademark is sufficient distinctive?
  • What is Federal Trademark Registration?
    • Conducting Trademark Search
      • Should I Conduct a Trademark Search?
    • Trademark Application
    • Drawing a Trademark
    • Filing for federal trademark registration?
  • Protections of trademark rights under state law?
  • Primary reasons for rejecting a trademark application?
  • Common trademark designations?
  • Trademark infringement?
  • Enforce trademark rights?
  • Demonstrate infringement of a trademark?

Copyrights

  • What is a copyright?
    • Digital Millennium Copyright Act or DMCA Explained
  • Basics of Copyright Law
    • What are the rights of a holder of a copyright?
    • What are the elements of a copyright?
    • How long is the period of copyright protection?
  • What is the process for registering a copyright?
  • Who may claim and secure copyright protection?
  • What are infringement and the process for enforcing a copyright?
  • What are the defenses available against a claim of copyright infringement?
    • Public Domain Works
    • Licensing Agreement
    • End User License Agreement
  • What is Fair Use of copyright?
  • What is the First Sale Doctrine?

International Intellectual Property

  • What international protections exist for intellectual property rights?
  • Paris Convention

International Law

Understanding International Law

  • International Law (Intro)
  • What is International Law?
  • What are the types of international law?

International Government Organizations?

  • United Nations
  • United Nations Commission on International Trade law
  • United Nations Conference on Trade Development
  • North Atlantic Treaty Organization
  • International Monetary Fund
  • Other Economic Development Organizations
  • World Bank
  • World Trade Organization
  • European Union
  • What international courts exist and what are their functions?

International Business

  • What are the methods of carrying on international business?
  • What are the legal risks associated with carrying on international business?
  • What major international agreements affect international trade?
  • When is carrying on business in a foreign country prohibited by US law?
  • What is the significance of boycotts between foreign countries?
  • What US laws apply to limit business transactions in foreign countries?
  • What regulations apply to exports from the United States?
  • What are the legal limitations on importing goods into the United States?

International Legal Disputes

  • How are private international business agreements generally enforced?
  • How do parties determine the rules, location, and method of resolving disputes?

Immigration Law

  • Form I-94
  • Labor Certification Definition
  • Form I-20 Definition
  • Visa Waiver Program Definition

Inheritance, Trusts, & Estates

  • Succession Planning
    • Chartered Trust and Estate Planner
  • Conservatorship

Inheritance and Probate

  • Probate
    • Cy Pres Doctrine
  • Last Will & Testament
    • Exordium Clause
    • Non-Contestability (No Contest) Clause
  • Bequest
  • Per Stirpes
  • Ademption
  • Abeyance
  • Elective Share
  • Escheat
  • Qualified Domestic Relations Order (QDRO) 

Trusts

  • Declaration of Trust
    • Uniform Gifts for Minors Act
  • Acceptance of Office by Trustee
  • Beneficiary of a Trust
    • Beneficial Interest
  • Types and Characteristics of Trusts
    • Asset Protection Trust
    • Bare Trust
    • Blind Trust
    • Charitable Lead Trust
    • Charitable Remainder Trust
    • Charitable Remainder Annuity Trust
      • Charitable Gift Annuity
    • Credit Shelter Trust
    • Discretionary Trust
    • Generation Skipping Trust
    • Grantor Trust Rules
    • Living Trust
    • Inter Vivos Trust
    • Revocable Trust
    • Irrevocable Trust
      • Irrevocable Income-Only Trust
    • Qualified Domestic Trust (QDOT)
    • Qualified Terminal Interest Protection Trust (QTIP)

Others Planning Mechanisms

  • ABLE Account
  • Accumulated Income Payments (Canada)
  • Charitable Split-Dollar Insurance Plan
  • Coverdell Education Savings Account

Insurance & Risk Management

Understanding Insurance Law

  • Insurance Law (Intro)
  • What is insurance?
  • Insurance Company
    • Insurance Agent
      • Captive Agent
      • Independent Agent
    • Captive Insurance Company
    • Underwriter 
      • Combined Ratio
    • Claims Adjuster
    • Capital at Risk
    • Assigned Risk
  • Risk & Insurance
    • Contingency
    • Incurred But Not Reported
    • Actuary
    • Qualified Actuary
    • Cession (Re-Insurance)
    • Burning Cost Ratio
  • What is an insurance contract?
    • Accidental Means
    • Anti-stacking Provisions
  • What is an insurable interest?
  • What are the common categorizations of insurance?
  • Insurance Regulators and Major Organizations
    • National Association of Insurance Commissioners
      • Insurance Regulatory Information System
    • American Academy of Actuaries Definition
    • American Association of Insurance Services Definition
    • American Council of Life Insurance Definition
    • American Insurance Association Definition
    • American Risk and Insurance Association Definition
    • LLoyd's of London
  • Insurance Certifications
    • Associate in Insurance Services (AIS) Definition
    • Associate in Loss Control Management Definition
    • Associate in Marine Insurance Management Definition
    • Associate in Personal Insurance Definition
    • Associate in Reinsurance (ARe) Definition
    • Associate in Risk Management Definition
    • Associate in Commercial Underwriting Definition
    • Associate in Insurance Accounting and Finance Definition
    • Associate in Surplus Lines Insurance Definition
    • Chartered Insurance Professional Definition
    • Chartered Life Underwriter Definition
    • Chartered Property Casualty Underwriter Definition

Common Types of Insurance Coverage

  • Vehicle insurance
    • Private Passenger Auto Insurance Risk Profile
    • Underinsured Motorist Coverage
    • Uninsured Motorist Coverage
    • Omnibus Clause
  • Health insurance
    • Health Maintenance Organization
    • Capitated Contract
    • Point of Service Plan
    • Children's Health Insurance Program
  • Disability Insurance?
    • Credit Disability Insurance
  • Life Insurance?
    • Types of Policy
      • Whole Life Policy
        • Cash Surrender Value
      • Term Life Policy
    • Absolute Beneficiary
    • Acceleration Life Insurance
      • Accelerated Benefit
      • Accelerated Option
      • Accelerative Endowment
    • Charitable Gift Life Insurance
    • Incontestability Clause
    • Waterfall Concept
    • Annuitization
      • Assumed Interest Rate
    • Clean Sheeting
  • Hazard Insurance 
    • Homeowners, Renters, and Fire Insurance?
    • Participating Community (Flood Insurance)
Business Insurance & Risk Management
  • Insurance Considerations for Business
  • Types of Business Insurance
    • Business Liability Insurance
    • Commercial General Liability
      • Liability Risk Retention Act
      • Excess Insurance and Umbrella Insurance Policy
    • Business Interruption Insurance
    • Key Person Insurance Definition
    • Own-Occupation Policy
    • Self-Funded Health Insurance Plan
    • Basket Retention Policy
    • Commercial Blanket Bond
  • Alternative Risk Transfer Market Definition
  • Commercial Property Casualty Market Index Survey

Insurer Insured Relationship

  • What are the primary obligations of the insurer?
    • Earned Premium
    • Reservation of Rights Letter
    • Subrogation
    • Collateral Source Rule
  • What are the primary obligations of the insured?
    • Insurance Premium
    • Cooperation Clause
    • Coinsurance
    • Co-Pay
    • Affidavit of Loss
  • What is the general structure of an insurance contract?
    • Ambiguity Principle
    • Accommodation Line
  • What are the common disputed provisions in an insurance contract?
    • Absolute Exclusion
    • All Risks Clause
  • What is required for the termination of an insurance contract?
Risk Management

  • Risk Management
    • Professional Risk Manager
      • Associate in Management (AIM)
    • Financial Risk Manager
  • Forecasting (Business)
    • Objective Probability
    • Subjective Probability
    • Unconditional Probability
  • Enterprise Risk Management (ERM)
  • Types of Risk
    • Operational Risk
    • Business Recovery Risk
    • Political Risk
  • Risk Mitigation Activities
    • Asset Protection
    • Performance Bond
  • Barra Risk Factor Analysis Definition
  • Industry-Specific Risk Management
    • Above Ground Risk (Mining Industry)
    • Bumbershoot Policy (Maritime)
    • Abandonment Clause (Boat or Vessel)
    • Bobtail Liability Insurance (Trucking Industry)
    • Anti-Indemnity Statute (Construction)

Law and Transactions Category

business law

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