Business Organizations I

BUSINESS ORGANIZATIONS OUTLINE 1
Professor Bainbridge

INTRODUCTION

-Fowler v. Pennsylvania Tire Co. (page 1)
ISSUE: Had Penn retained title to the tires (under a consignment), in which case it can retrieve the tires, or had it transferred title to Martin (under a conditional sales contract), in which case (because Penn failed to perfect any security interest) the tires are an asset of Martin, to be sold for the benefit of all creditors?

HELD: Penn retained title u... [Read More]

Business Organizations 2

BUSINESS ORGANIZATION II
Stabille

CORPORATIONS:

I. Power
II. Accountability
III. Finance

A. 3 tiers

1. share holders (sh)
2. officers
3. bd. of directors

B. BCL art. 6 - Sh powers
- certain fundamental acts/changes need sh vote
- sh must act at a meeting
- meetings don't have to be held w/in a specific state but if place isn't fixed in the cert./by-laws, '602 fills gap by requiring that the meeting be held in the principle office in NY.

- 2 types of meetings:
a) an... [Read More]

Minutes Annual...

The annual meeting of the Shareholders of the above-named Corporation, was held on ___________________, at ____________________________________, at the offices of the corporation.
On motion duly made and carried, a Chairman and Secretary of the meeting were elected, the same being _________________ and ____________________________.

The Chairman and Secretary accepted his office and proceeded with th... [Read More]

Non-Disclosure Agreement...

Sample Non-Disclosure Agreement - unilateral, e.g. a company seeking to hire a consultant.

NON-DISCLOSURE AGREEMENT

In connection with our discussions concerning a possible business relationship between ____________________________ , a ____________________________________ ("you") and ___________________________ , a _____________________________________ ("Discloser"), you have requested, and Discloser has agreed to provide you with, access to certain information con... [Read More]

Agency Outline

Agency Outline Professor Ozzy Osborne By Robert Buisson

This outline is based entirely on Rob Buisson’s notes, with a few lines borrowed from Cam Harvey’s “Agency Primer”.

Usually there are three actors in an Agency Relationship:

The Principal This is the person who the Agent is acting for. ("P")
The Agent The Agent assumes the power that the Principal has conferred upon him, or his unconferred actions that the principle later ratifies. ("A")
The Third P... [Read More]