Exam Flashcards
(247 cards)
1
Q
accounts receivable
A
funds owed to a business for goods or services provided to customers
2
Q
assignment in bankruptcy
A
the voluntary transfer of a debtor’s assets to a trustee in bankruptcy
3
Q
attachment
A
the situation in which value has been given pursuant to the contract, giving the creditor a claim against the assets used as security if there is a default by debtor
4
Q
bankrupt
A
a person who has made an assignment in bankruptcy or been forced into bankruptcy through a court order obtained by a creditor, and who has not been discharged from bankruptcy
5
Q
bankruptcy
A
the process by which an insolvent person voluntarily or involuntarily transfers assets to a trustee for distribution to creditors
6
Q
bankruptcy order
A
a statutory assignment of a debtor’s assets to a trustee in bankruptcy
7
Q
bill of sale
A
a written agreement that conveys title from seller to buyer
8
Q
bona fide purchaser for value
A
an innocent third party who has paid a fair price for goods under claim by a creditor
9
Q
book accounts
A
accounts receivable that can be used as security for a loan
10
Q
chattel mortgage
A
a loan for which a creditor provides credit to the debtor, securing the loan by taking title of a good such as a car
11
Q
chattels
A
tangible, movable personal property that can be measured and weighed; also know as goods
12
Q
chose in action
A
the thing or benefit that is transferred in an assignment; intangible personal property, such as a claim or the right to sue
13
Q
collateral
A
goods or property used to secure a debt
14
Q
conditional sale
A
a sale in which the seller provides credit to the purchaser, holding title until the goods are paid for
15
Q
confirmed letter of credit
A
a document, ratified by the lender, that secures or guarantees the financial aspects of a trade transaction
16
Q
consolidation order
A
a court order issued under the orderly payment of debts program that sets out amounts to be paid into court by the debtor for the benefit of each of the creditors subject to the order
17
Q
consumer debtor
A
an individual who is bankrupt or insolvent, with less than $250,000 in claims against them (excluding a mortgage on their home)
18
Q
consumer proposal
A
an alternative to bankruptcy, whereby a consumer debtor secures some time to reorganize their affairs and make a proposal for partial payment that will satisfy their creditors
19
Q
continuing guarantee
A
a provision in a guarantee allowing the creditor to advance further funds without affecting the obligation of the guarantor to pay in the event of default
20
Q
division I proposal
A
an offer made to creditors by the debtor to change the amount and/or payment terms of the debt
21
Q
division II proposal
A
a consumer debtor secures some time to reorganize their affairs and make a proposal for partial payment that will satisfy their creditors
22
Q
estate
A
all the property the owner has power to dispose of, less any related debt; an interest in land; the property of a bankrupt given to the trustee in bankruptcy
23
Q
fixture
A
a thing attached to land or to a building or to another fixture attached to the land
24
Q
floating charge
A
a security not fixed on any particular assets until default or some other specified event
25
fraudulent preference
a debtor's payment of money to one creditor to give that creditor preference over the other creditors
26
fraudulent transfer
a debtor's transfer of property in an attempt to keep it out of the hands of creditors; not a valid sale at a fair price to an innocent third part
27
guarantee
a written commitment whereby a guarantor agrees to pay a debt if the debtor does not
28
guarantor
a person assuming obligation to pay if the debtor does not
29
holdback
a specified percentage that a person owing funds on a construction contract must retain for a specified period to protect against claims made by the suppliers of goods and services
30
indemnity
a primary obligation of a third party to pay a debt along with the debtor
31
insolvency
inability if a person to pay their debts as they become due
32
lease
a secured agreement whereby possession of the goods goes to the lessee, while the title to the goods remains with the lessor
33
lease to purchase
a lease in which title to the goods is transferred to the lessee at the end of the lease periodl
34
letter of credit
a commitment by the importer's bank that the price stated will be paid upon presentation of documentation confirming delivery
35
mortgage
a means of securing loans; title of property is held by the moneylender as security in some jurisdictions; in other jurisdictions, a mortgage is simply a charge against title
36
official receiver
an officer of the court, appointed by the superintendent of bankruptcy, for each bankruptcy district
37
operating lease
a lease in which the goods are returned to the lessor at the end of the lease period
38
perfection
protection of a secured creditor's claim, either by registering the secured obligation or by taking possession of the collateral
39
personal property
tangible, movable goods and intangible claims
40
pledge
an item that a creditor takes possession of as security and holds until repayment
41
preferred creditors
creditors who, by legislation, must be paid before other unsecured creditors
42
priority
when there are two or more creditors, the one entitled to be paid first has priority; for example a registered lien usually has first claim over other interests to goods used as security
43
proof of claim
a document filed with the trustee in bankruptcy establishing the validity of a creditor's claim
44
purchase money security interest (PMSI)
a security interest on specific goods that has priority over a general security agreement provided it is registered within a specified time
45
real property
land, building attached to the land, and items called fixtures
46
receivership
a proceeding in which a receiver is appointed for an insolvent corporation, partnership, or individual to take possession of its assets for ultimate sale and distribution to creditors
47
right to redeem
after a creditor has taken possession of collateral, the right of the debtor to reclaim it on payment of any money owing
48
secured creditor
a creditor who has a claim on property of the debtor, giving them priority on that property over other creditors
49
secured transaction
a collateral right to debt giving the creditor the right to take back the goods or intercept the debt owing used as security in the event of default
50
settlement
transfer of assets where nominal or no consideration is involved
51
standby letter of credit
a commitment by the importer's bank that the price stated will be paid upon presentation of documentation confirming delivery; used as a guarntee
52
superintendent of bankruptcy
the government official appointed by the federal government who is responsible for the administration of bankruptcy across Canada
53
surplus income
amount a bankrupt's income exceeds what is necessary to maintain a reasonable standard of living according to standards set by the office of the superintendent of bankruptcy
54
trustee in bankruptcy
the licensed professional appointed to administer the estate of a bankrupt for the benefit of the creditors
55
voluntary assignment in bankruptcy
the voluntary transfer of a debtor's assets to a trustee in bankruptcy so that they can be administered for the benefit of the creditors
56
abatement
a court order to reduce the rent to be paid to compensate for a breach of the lease by the landlord
57
adverse possession
a right to actual possession, which can be acquired by non-contested use of the land
58
agreement for sale
an agreement where the title will be transferred at some time in the future, typically once the property is fully paid for; an agreement that grants possession of the property to the purchaser pending full payment of the price
59
agreement of purchase and sale
the first stage in the purchase of real property; also referred to as an interim agreement between the vendor and purchaser
60
bailee
the person acquiring possession of personal property in a bailment
61
bailment
temporary possession by one person of chattels owned by another
62
bailment for value
a bailment involving a mutual benefit of consideration flowing between the parties
63
bailor
the owner giving up possession of property in a bailment
64
building scheme
a set of restrictions placed on all the properties in a large development
65
certificate of title
conclusive evidence as to the ownership of a property
66
cooperative
an independent legal entity composed of members holding shares in it; a method of acquiring residential accommodation
67
deed of conveyance
a document transferring an interest in property
68
distress
seizure by a landlord of any property left by a tenant holding it until the rent is paid or selling it to pay rent owing
69
dominant tenement
property that has the advantage of an easement
70
dower rights
protection of the rights of a spouse in certain matrimonial property; have been modified or abolished in most jurisdictions
71
easement
the right of a person other than the owner to use a portion of private property
72
easement acquired by prescription
a right to the use of land that is acquired through free use of that land without interference over a number of years
73
equity of redemption
an interest in land retained by the mortgage even after default
74
estate in land
the right to uninterrupted possession of land for a period of time. the amount of time is determined by the nature of the estate
75
fee simple
the highest interest in land, equivalent to ownership; an estate granting possession for an infinite time
76
foreclosure
a court process ending the mortgagor's right to redeem
77
forfeiture
the requirement by a landlord that a tenant who breached the lease vacate the property
78
fungibles
goods being of such a nature that one part of quantity may be replaced
79
homestead rights
rights giving a spouse a claim to a substantial portion of family property
80
interim agreement
a binding contract that will subsequently be put into a more formal document; usually refereed to as an agreement of purchase and sale in a real estate transactions
81
join tenancy
shared property ownership with a right of survivorship
82
land titles system
registration system that guarantees title to real property
83
leasehold estate
an interest in land that grants the tenant exclusive possession until a specific date
84
licence
a non-exclusive right to use property; revocable persmission to use another's lan
85
life estate
an interest in land ending at death of the estate holder
86
option agreement
a subsidiary contract creating an obligation to hold an offer open for acceptance until the expiration of a specified time
87
order for judicial sale
a court order that property be sold during the redemption period
88
periodic tenancy
automatically renewing tenancy with no specific termination date
89
registration system
a means of registering and tracking property deeds
90
relief against forfeiture
an equitable principle that when a landlord retakes a property because of a failure to pay rent prior to the end of the lease term, the tenant can pay the arrears and apply in the court to have the lease reinstated
91
remainderman
a third party with the right to the remainder of the fee simple after the death of a life tenant
92
reversionary interest
the right of the original owner to retake possession of property upon the death of the life tenant
93
right of way
a type of easement that allows the crossing of another's land
94
riparian rights
the common law right given to people living near rivers streams to have the water come to them in undiminished quantity and quality
95
servient tenement
the property subject to an easement
96
severance
an owner's removal of chattel that they have affixed; separation or division of joint ownership; action by one of the co-owners that is inconsistent with joint tenancy
97
statutory easements
easements giving utilities or other bodies rights to run power or sewer lines across private property and to enter the property to inspect and maintain them
98
sublet
a lease executed by the lessee of land or premises to a third party for a shorter term than that which the lessee holds
99
tenancy at sufferance
a situation in which a tenant fails to leave after a lease has expired and owes compensation to the landlord
100
tenancy in common
ownership of land by two or more people with equal, undivided interests in it
101
vacant possession
an obligation to deliver possession of vacant premises to a tenant at the beginning of a lease period
102
balance of convenience
determination of who will suffer the greatest injury if the damage were allowed to continue
103
copyright
control over the use and reproduction of the expression of creative work; type of intellectual property
104
delivery up
an order directing the defendant to deliver all copies of the infringing items in her possession or control to the copyright owner
105
encryption coding
technological innovations to proctect privacy and security on the internet
106
enhanced injunction
an injunction ordered by the courts that goes beyond ceasing or rectifying current behaviour by preventing a party from engaging in certain behaviour in the future as well
107
fair dealing
use of copyrighted material for the purposed of research or private study, criticism or review, or new reporting
108
intellectual property
personal property in the form of ideas and creative work
109
moral rights
an author's right to prohibit others, including any new owner of a creative work, from distorting or degrading it, associating the work with particular causes or entities, and the right of attribution (to be named)
110
netiqueete
a code of conduct for online activities
111
patent
a government-granted monopoly prohibiting anyone but the patent to owner and licensees from making, using, selling, or importing the invention
112
permanent injunction
a court order prohibiting offending conduct
113
public domain
the category of works that are no linger copyrighted and may be used by anyone
114
statutory damages
a new remedy enabling a court to award damages that it "considers just" under the circumstances, without requiring proof of damage or lost profits
115
summary procedures
an arrangement allowing a court to make a decision based on affidavit evidence
116
trade secret
confidential information that gives a business competitive advanatage
117
trademark
any terms, letters, numbers, symbols, designs, colours, sounds or combination of these, that identifies business services or products and distinguishes them from those of a competitor
118
affirmative action
programs intended to correct racial, gender, or other imbalances in the workplace
119
agent
a person authorized to represent or act on behalf of a principal in dealing with third parties
120
Anton Piller order
court order to seize offending material before trials
121
bargaining agent
a body certified to act on behalf of a group of employees or employers
122
closed shop
a workplace where only workers who are already members of the union can be hired
123
collective bargaining
a procedure for settling terms and conditions of employment by negotiation between an employer and its employees as expressed through representatives chosen by them
124
constructive dismissal
unilaterally demoting or changing the duties of an employee, contrary to what was agreed to in the employment contract; conduct that essentially terminates a pre-existing contractual relationship, which could be treated as dismissal
125
control test
a test of whether an employment relationship exists based on whether the person being paid for work is told how, when, and where to do it
126
employee
a person who has agreed to perform specified services for another, the employer, in exchange for payment
127
employers' organizations
bargaining agents representing groups of employers
128
employment equity
the correction of employment situations where there has been a tradition of racial, gender, or other imbalance
129
grievance process
a procedure for settling disputes arising under a collective agreement
130
in good faith
a characteristic of bargaining that makes every reasonable effort to reach an agreement
131
independent contractor
a person working for themselves who contracts to provide specific services to another
132
interest dispute
disagreement about the terms to be included in a new collective agreement
133
issue estoppel
a principle preventing an issue from being litigated again on grounds that it has already been determined in an earlier trial or hearing
134
jurisdictional dispute
a disagreement over who has authority; in the labour context, a dispute between two unions over which one should represent a group of employees, or over which union members ought to do a particular job
135
just cause
a valid reason to dismiss an employee without notice
136
lockout
an action in which the employer prevents employees from working
137
mandatory retirement
forced retirement from employment, generally at 65 years
138
mediator
a neutral third party who facilitates a negotiated solution by using reasoning, persuasion, and suggestions for alternatives
139
organization test
a test used to establish whether a worker is an employee or independent contractor; examines whether the worker is providing services integral to the organizations business
140
pay equity
a principle (or statute) requiring equal pay for work of equal value
141
pay in lieu of notice
an amount paid to a dismissed employee rather than notice to terminate
142
picketing
job action during a legal strike when employees circulate at the periphery of the job site to persuade others not to do business with the struck employer
143
reasonable notice
length of notice to be given to an employee to terminate an employment contract of indefinite term; determined with reference to length of service and the nature of the employee's position, among other factors
144
recognition dispute
dispute arising between unions and employers while union is being organized
145
restrictive covenant
in property law, a condition imposed by the seller as to what the purchaser can use the land for; in employment law, a committment not to work in a certain geographical area for a designated period of time
146
reverse discrimination
prejudice or bias exercised against a person or class to correct a pattern of discrimination against another person or class
147
rights dispute
a disagreement about the meaning of a term in a collective agreement
148
secondary picketing
picketing by striking employees not just of their own workplace but also of other locations where the employer carries on business
149
strike
withdrawl of services by employees
150
union shop
a workplace where new employees must join the union
151
work stoppages
strikes (initiated by employees) and lockouts (initiated by employers)
152
work to rule
job action in which employees perform no more than what is minimally required so as to pressure an employer
153
wrongful dismissal
termination of employment without reasonable cause and without notice or pay in lieu of notice
154
annual general meeting
a meeting where shareholders elect directors and vote on other important resolutions
155
articles of association
internal regulations setting out the procedures for governing a corporation in a registration jurisdiction
156
articles of incorporation
a method of incorporating based on a US approach and used in some jurisdictions in Canada
157
auditor
a part responsible for ensuring that an organization's financial statements have been properly prepared
158
bond
a share interest in the indebtedness of a corporation
159
broadly held corporations
corporations that are publicly traded on the stock market; referred to as distributing corporations in some jurisdictions
160
closely held corporations
corporations in which there are relatively few shareholders; referred to as non-distributing corporations in some jurisdictions
161
common shareholders
holders of common shares who do not have any preferential rights or privileges
162
common shares
shares to which no preferential rights or privileges are attached
163
corporate myth
a corporation is a leagl fiction
164
debenture
an acknowledgment of debts by a corporation normally involving more than one creditor
165
deeds of settlement
contracts used historically for setting up a company
166
derivative action
a lawsuit in which certain shareholders are given the right to launch a civil action against the directors on behalf of an injured corporation
167
dissent and appraisal
the right of minority shareholders who are adversely affected by major changes to indicate their opposition and force, the company to buy back their shares at a fair price
168
distributing corporations
corporations that are publicly traded on the stock market; referred to as broadly held corporations in some jursdictions
169
dividend
a payment to shareholders out of corporate profits
170
due diligence
doing everything reasonable to avoid the problem leading to the legal liability
171
franchising
arrangements based on contracts of service and the supply of products between larger and smaller units of one organization
172
insider knowledge
information that affects share pricing that is not publicly known; directors, officers, and large shareholders, among others, cannot profit by improperly using confidential knowledge about the corporation
173
insider trading
when officers or people holding significant percentages of the shares of a corporation trade in those shares using their insider knowledge to anticipate a rise or fall in prices
174
letters patent
a method of incorporating used in some jurisidictions in Canada whereby the government grants recognition to the company as a separate legal entity
175
limited liability
liability is restricted to capital contributed; shareholders are shildeed from liability for the corporation's debts
176
memorandum of association
the constitution of a corporation in a registration jurisdiction
177
non-distributing corporations
corporations in which there are relatively few shareholders
178
oppression actions
an action against the directors who have allegedly offended the rights of creditors or minority shareholders
179
par-value shares
a share with a stated value at issuance (most shares are now no par value)
180
personal guarantee
a guarantee of payment for another's obligation
181
pre-emptive right
the right of shareholder to buy new shares in the same proportion as their current ownership of shares
182
preferred shareholders
holders of preferred shares who may have a right to vote arising if dividends are not paid
183
preferred shares
shares giving the shareholder preference over other classes of shares; that preference often pertains to the payment of dividends
184
promoter
a person who participates in the initial setting up of a corporation or who assists the corporation in making a public share offering
185
prospectus
a public document disclosing relevant information about a corporation
186
proxy
when shareholders designate another person to vote on their behalf at an annual general meeting
187
registration
a legislated requirement for incorporating a company in some jurisdictions in Canada
188
representative action
a lawsuit where certain shareholders are given the right to launch a civil action against the directors on behalf of an injured corporation
189
securities commission
a provincial agency that serves as a watchdog for the stock market
190
separate legal entity
the principle that a corporation exists separately from the people who created it
191
share
the means of acquiring funds from a large number of sources to run a corporation; an interest in a corporation held by an investor
192
shareholder agreement
an agreement among the shareholders of a corporation that sets out the terms of their relationship
193
actual authority
authority given to an agent expressly or by implication
194
agency
the service an agent performs on behalf of a principal
195
agency agreement
an agreement creating an agency relationship between principal and agent
196
agency by necessity
consent to act as an agent that is implied when there is an urgent reason
197
apparent authority
authority as suggested to a third party by the conduct of a principal; may exist even when there is no actual authority
198
authority
the right or power to act or to make a decision
199
corporation
a business organization that is a separate legal entity from its owners, the shareholders
200
delegation
entrusting someone else to act in one's place, and agent normally cannot delegate their responsibilities to someone else
201
enduring power of attorney
the power to act as the donor's trustee or representative following the donor's lack of capacity
202
equitable estoppel
the principle that when a gratuitous promise to do something in the future causes a person who relies on that promise to incur an expense, the promisor will not be allowed to enforce other contractual rights that are inconstant with that promise; the promise can only be used as a defence by the promisee; also known as promissory estoppel
203
estoppel
an equitable remedy that stops a party from trying to establish a position or deny something that, if allowed, would create an injustice
204
express authority
the authority of the agent as actually stated by the principal
205
firm
a partnership
206
full disclosure
the obligation to reveal all relevant details of a transaction
207
general partner
a partner in a limited partnership who liability is unlimited
208
holding corporation
a corporation that owns shares in other corporations
209
implied authority
when the authority of the agent is implied from surrounding circumstances, such as the position or title given to the agent
210
joint venture
the collaboration of several businesses, usually to compete a major project
211
jointly liable
under joint liability, all parties must be sued together; partners may face joint liability for debts of the firms
212
limited liability partnership (LLP)
a form of partnership in which only the partner responsible for the loss faces unlimited liability
213
limited partner
a partner in a limited partnership whose liability is limited to the amount of their investment
214
limited partnership
a partnership with general and limited partners
215
non-profit society
a separate legal entity with different procedures of incorporation and liabilities of its members than corporations
216
partnership
when the ownership and responsibility of a business are shared by two or more people with a view toward profit
217
power of attorney
an agency agreement in writing and under seal
218
principal
the person who authorizes an agent to represent them
219
promissory estoppel
the principle that when a gratuitous promise to do something in the future causes a person who relies on that promise to incur an expense, the promisor will not be allowed to enforce other contractual rights that are inconstant with that promise
220
ratiification
when the majority agrees with the terms of a collective bargain; when a principal confirms a contract entered into by their agent
221
severally liable
under several liability, each partner can be sued separately
222
sole proprietorship
an individual carrying on business alone
223
undisclosed principal
a principal whose identity is concealed from the third parties with whom the agent is dealing; the rights and obligations of the aprties depend on whether the agent makes it clear that they are representing an undisclosed principal rather than operating on their own behalf
224
unlimited liability
the liability of the sole proprietor or the partners for all debts incurred by the business to the extent of their personal resources
225
utmost good faith
a duty to act in the best interest of another (directors and officers, business associates and their employer, agents and their principals, between partners; also known as fiduciary duty)
226
agreement to sell
an agreement that title will be transferred at some time in the future
227
bill of exchange
a negotiable instrument by which the drawer directs that drawee to pay out money to the payee; drawee need to be a bank, and the instrument may be made payable in the future
228
bill of lading
a receipt for goods in the care of the shipper accompanied by contract of carriage terms to move the goods or deliver identical goods to a designated place
229
certified cheque
a means of transferring funds by cheque where payment is, in effect, guaranteed by the bank
230
cheque
a negotiable instrument consisting of a bill of exchange drawn on a bank, payable on demand
231
CIF (cost, insurance, and freight) contracts
sales contracts in which one of the parties has been designated as being responible for paying the costs involved in the shipping of the goods, as well as arranging insurance
232
COD (cash on delivery) contracts
sales contracts in which the seller maintains the proprietary rights or title as well as control over the possession of those goods until they are delivered to the buyer's premises and paid for
233
consumer transactions
purchases by individuals of goods or services for personal use and not for resale or for business purposes
234
cooling-off period
a statutorily defined periods during which purchasers in door-to-door sales may change their minds and rescind a contract
235
direct sales
sales made to consumers at their dwellings or places of business; also known as door-to-door sales
236
drawer
the person creating te negotiable instrument
237
endorser
the person who signs the back of a cheque, usually assuming the obligation to pay it if the drawee or maker defaults
238
FOB (free on board) contracts
sales contracts in which the parties have agreed that the parties have agreed that the seller will bear the risk until a specified point in the transport process
239
holder in due course
an innocent third party entitled to collect on a negotiable instrument despite any claims of the original parties
240
lien
a claim registered against property, such as a mortgage; a charge giving the creditor the right to retain what is in their possession until their demands for payment are satisfied
241
merchantable quality
freedom of goods from defects that, if known, would impact the price
242
promissory note
a promise to pay the amount stated on the instrument
243
quiet possession
a condition that the seller, or anyone claiming through the seller, will not interfere with the buyer's use and enjoyment of the property
244
referral selling
a type of sales practice in which the purchaser supplies a seller with a list of friends or acquaintances and receives a benefit when sales are made to those people
245
risk
potential loss from destruction or damage to goods, injury, or other eventually
246
seller's lien
a seller who holds the goods has a lien against a defaulting purchaser
247
stoppage in transit
the seller's right to stop the shipment during transit in event of default
