Introduction to Business Law & Practice Flashcards
(213 cards)
1
Q
What business form has one owner?
A
SoleTrader
2
Q
What business form involves two or more owners without separate legal status?
A
Partnership
3
Q
What business form has limited liability for all partners and separate legal status?
A
LLP
4
Q
What business form has limited liability for owners and separate legal status?
A
Company
5
Q
What are setup expenses a key consideration when forming a business?
A
Costs
6
Q
Is personal liability for business debts a key risk consideration?
A
Risk
7
Q
Does a business model’s organizational clarity relate to its structure?
A
Structure
8
Q
Are required legal procedures for running a business called formalities?
A
Formalities
9
Q
Is the extent of public information disclosure related to privacy?
A
Privacy
10
Q
How a business obtains capital is a key finance consideration?
A
Finance
11
Q
How is a business model taxed a key tax consideration?
A
Tax
12
Q
Are there setup costs for a sole trader?
A
No
13
Q
What type of liability does a sole trader have?
A
Unlimited
14
Q
Is a sole trader a separate legal entity?
A
No
15
Q
Are there Companies House filing requirements for a sole trader?
A
No
16
Q
Is there public disclosure of accounts for a sole trader?
A
No
17
Q
How does a sole trader typically raise finance?
A
PersonalCapitalLoan
18
Q
Are there setup costs for a traditional partnership?
A
No
19
Q
What type of liability do partners in a traditional partnership have?
A
UnlimitedJointSeveral
20
Q
Is a traditional partnership a separate legal entity?
A
No
21
Q
Are there Companies House filing requirements for a traditional partnership?
A
No
22
Q
Is there public disclosure of accounts for a traditional partnership?
A
No
23
Q
How do traditional partnerships typically raise finance?
A
PartnerCapitalLoan
24
Q
Are there setup costs for an LLP?
A
Yes
25
What type of liability do partners in an LLP have?
Limited
26
Is an LLP a separate legal entity?
Yes
27
Are LLPs registered at Companies House?
Yes
28
Are LLPs required to file annual accounts?
Yes
29
How can LLPs raise finance as a separate entity?
BorrowOwnNameFloatingCharge
30
Are there setup costs for a company?
Yes
31
What type of liability do shareholders in a company generally have?
Limited
32
Is a company a separate legal entity?
Yes
33
Are companies required to register at Companies House?
Yes
34
Are companies required to make filings and disclosures at Companies House?
Yes
35
How can companies raise finance?
BorrowIssueShares
36
Do sole traders have public disclosure requirements?
No
37
Do partnerships have public disclosure requirements?
No
38
What is a key disadvantage of sole traders and partnerships regarding liability?
Unlimited
39
What is a key advantage of LLPs and companies regarding liability?
Limited
40
Do LLPs have public filing requirements?
Yes
41
Do companies have public filing requirements?
Yes
42
Careful consideration of what is needed when choosing a business model?
AdvantagesDisadvantages
43
Tax payable on business profits is a key what?
Consideration
44
The way business profits are taxed depends largely on its what?
BusinessMedium
45
Commercial lawyers need an awareness of tax impact on business what?
StructureChoice
46
Sole trader profits are taxed as whose income?
Individual
47
Sole trader one off transaction gains are charged to whom?
Individual
48
Partnerships are said to be tax what?
Transparent
49
HMRC looks through a partnership to whose profits and gains?
Partners
50
Partners pay income tax on their share of what?
Profits
51
Partners pay capital gains tax on their share of what?
ChargeableGains
52
LLPs are treated like what for liability purposes?
Company
53
LLPs are treated like what for tax purposes?
Partnership
54
LLP partners are taxed as what?
Individuals
55
LLP partners pay tax on their share of whose profits and gains?
LLP
56
Companies pay what tax on their taxable total profits?
Corporation
57
A company's taxable total profit includes income profits and what?
CapitalGains
58
Corporation tax is currently charged at a what rate?
Flat
59
Who is liable to pay corporation tax?
TheCompanyItself
60
What issue arises with company profits being taxed then dividends taxed?
DoubleTaxation
61
Shareholders pay what tax on dividends received?
Income
62
Sole traders pay income tax on profits and what on gains?
CapitalGainsTax
63
Partners pay income tax on profit share and what on gain share?
CapitalGainsTax
64
LLP partners pay income tax and what on their shares?
CapitalGainsTax
65
Companies pay what tax?
CorporationTax
66
Shareholders pay what tax on dividends?
IncomeTax
67
Tax considerations are important when choosing a business what?
Model
68
Careful consideration of tax is needed for different business what?
Models
69
Most companies in England and Wales are what type?
PrivateLimited
70
A smaller number of companies are what type?
PublicLimited
71
Only a small subset of public companies are what?
Listed
72
Private companies are defined in CA 2006 as any company that is what?
NotAPublicCompany
73
What is the most common type of private company?
LimitedByShares
74
Private companies limited by guarantee have no what?
ShareCapital
75
In a guarantee company liability is limited to the agreed what?
Contribution
76
Unlimited companies have what type of liability for members?
Unlimited
77
Public companies' certificates of incorporation state that they are what?
APublicCompany
78
Public companies can offer their what to the public?
Shares
79
After becoming a Plc a company may seek a what on a stock exchange?
Listing
80
Companies listed on the London Stock Exchange are known as what?
ListedCompanies
81
Commercial investors want to be able to deal freely in their what?
Investments
82
A company must be what type before listing shares?
Public
83
Do all public companies apply to have their shares listed?
No
84
Listed companies often operate businesses through private company what?
Subsidiaries
85
Seeking a listing is often the what stage for many companies?
Third
86
ABC Limited is what type of company?
Private
87
ABC Plc is what type of company?
UnlistedPublic
88
ABC listed on the LSE is what type of company?
Listed
89
The CA 2006 applies to both private and public companies with what?
Refinements
90
Listed companies have many what some with no managerial role?
Shareholders
91
Listed companies require far more what than private companies?
Regulation
92
Private companies enjoy what regulation under CA 2006?
Lighter
93
One aim of CA 2006 reforms was to make it easier to run a what company?
Private
94
Two important differences involve offering shares and what resolutions?
Written
95
Private companies are generally what from offering shares to the public?
Prohibited
96
What section of CA 2006 defines an offer to the public?
Section756
97
The prohibition on offering shares applies to shares and what?
DebtSecurities
98
Public companies can apply for a listing to access a wider what?
InvestorBase
99
A listed public company has greater access to what markets?
InternationalDebtCapital
100
Does Plc after a company's name always mean it is listed?
No
101
Written resolutions avoid the need for a general what?
Meeting
102
CA 2006 made written resolutions easier for what companies?
Private
103
Under CA 1985 written resolutions needed what consent?
Unanimous
104
Private companies can pass written resolutions subject to two what?
Exceptions
105
Public companies cannot pass shareholder resolutions using what?
WrittenResolution
106
Private company names must end with Limited or what?
Ltd
107
Public company names must end with Public Limited Company or what?
Plc
108
Private companies need a minimum of how many shareholders?
One
109
Public companies need a minimum of how many shareholders?
One
110
Private companies need a minimum of how many directors?
One
111
Public companies need a minimum of how many directors?
Two
112
Is a company secretary required for a private company?
No
113
Is a company secretary required for a public company?
Yes
114
Are Annual General Meetings required for private companies?
NoOptional
115
Are Annual General Meetings required for public companies?
Yes
116
Private companies must have at least how many shares issued?
One
117
Public companies need a minimum what capital issued?
FiftyThousandPounds
118
Private companies can commence business when?
OnceIncorporated
119
Public companies usually need a what certificate to trade?
Trading
120
Private companies are prohibited from offering shares to the what?
Public
121
Public companies are what under CA 2006 to offer shares publicly?
Permitted
122
Private companies are permitted to use what resolutions?
Written
123
Public companies are not permitted to use what resolutions?
Written
124
Most companies in England and Wales are what?
PrivateLimitedCompanies
125
Public companies can offer shares and seek a what?
Listing
126
Listed companies are a small subset of what companies?
PublicLimited
127
Private companies are strictly prohibited from issuing shares to the what?
PublicAtLarge
128
The CA 2006 applies to all companies with what?
Refinements
129
What are the two key principles making companies attractive?
SeparatePersonalityLimitedLiability
130
Section 16 CA 2006 states a company becomes a legal what on incorporation?
Person
131
A company has a separate legal what from its owners?
Personality
132
Does a company continue to exist if shareholders change?
Yes
133
Directors generally owe their duties to whom?
TheCompany
134
Shareholders usually have rights against whom?
TheCompany
135
Third parties doing business contract with whom?
TheCompany
136
A company owns its own what?
Property
137
A company enters into its own what?
Contracts
138
A company sues and is sued on its own what?
Liabilities
139
Separate companies in a group have separate legal what?
Personalities
140
Limited liability refers to the liability of whom for company debts?
Shareholders
141
Shareholders' liability is limited to the amount paid or agreed to pay for what?
Shares
142
Are shareholders' personal assets usually liable for company debts?
No
143
Creditors claim against whom for company debts?
TheCompany
144
If a company is insolvent can creditors usually pursue shareholders?
No
145
If a company is insolvent shareholders risk losing their what?
Investment
146
Section 74 Insolvency Act 1986 enshrines what concept?
LimitedLiability
147
Does limited liability mean the company's liability is limited?
No
148
Limited liability encourages what in companies?
Investment
149
Limited liability encourages businesses to take what?
Risks
150
Riskier business divisions can be in separate companies within a what?
Group
151
It is possible to incorporate what type of companies?
Unlimited
152
Can courts sometimes 'pierce the corporate veil'?
Yes
153
Piercing the corporate veil might occur if a company is a what?
Facade
154
A strong counterparty might negate limited liability via what means?
ContractualGuarantees
155
Creditors should assess a company's what at Companies House?
FinancialViability
156
A company is a separate legal what from incorporation date?
Person
157
Shareholders have limited liability even if they are sole what?
DirectorShareholder
158
The liability of the company itself is not what?
Limited
159
Separate legal personality and limited liability make companies what?
AttractiveBusinessModels
160
Contract law underpins many areas of what law?
Business
161
What are the three fundamental elements of a simple contract?
AgreementIntentionConsideration
162
Agreement is usually analysed in terms of offer and what?
Acceptance
163
Parties must intend to create what relations?
Legal
164
Something of value must move from each party which is called what?
Consideration
165
Express terms are statements by which parties intended to be what?
Bound
166
Terms not expressed but binding are called what?
ImpliedTerms
167
A term implied in fact reflects the parties' presumed but unexpressed what?
Intentions
168
A term implied in law is effective regardless of the parties' what?
Intention
169
A contract ends when all obligations are what?
Discharged
170
Discharge can occur by performance agreement breach frustration or what?
Expiry
171
Complete performance discharges a contractual what?
Obligation
172
Partial performance generally does not lead to what?
Discharge
173
A contractual obligation can be discharged by subsequent what?
AgreementContract
174
The usual remedy for breach of contract is what?
Damages
175
Sometimes breach allows the injured party to treat the contract as what?
Repudiated
176
A contract expires when completed according to its own what?
Terms
177
Frustration occurs when something makes performance what?
Impossible
178
A condition is an important term going to the what of the contract?
Root
179
Breach of a condition allows repudiation and suing for what?
Damages
180
A warranty is a less important term with remedy limited to what?
Damages
181
Damages aim to put the claimant in the position as if no what?
Breach
182
Unliquidated damages are subject to remoteness and duty to what?
MitigateLoss
183
Liquidated damages are a pre determined sum for what?
Breach
184
A penalty clause is generally what?
Unenforceable
185
Specific performance and injunctions are what type of remedies?
Equitable
186
An agent can form contracts on behalf of a what?
Principal
187
A principal is bound by acts within the agent's actual what?
Authority
188
Apparent authority can also bind the what?
Principal
189
A principal can approve an agent's unauthorised acts through what?
Ratification
190
Heads of terms outline agreed intentions before a formal what?
Contract
191
Letters of comfort provide what to a party's ability to perform?
Assurance
192
The battle of the forms involves parties using their own what?
StandardTerms
193
Conditions precedent must be what before an agreement takes effect?
Met
194
Assignment transfers benefits while what transfers benefits and burdens?
Novation
195
Novation requires the consent of how many parties?
Three
196
The Contracts Rights of Third Parties Act 1999 amends what doctrine?
Privity
197
Contracts can exclude third party rights with express what?
Provisions
198
A simple contract is also known as an agreement under what?
Hand
199
A deed has a longer limitation period of how many years?
Twelve
200
A deed is binding even without valuable what?
Consideration
201
A duly authorised person executes a simple contract on behalf of a what?
Party
202
For a company a director with board resolution usually executes what?
SimpleContract
203
An individual signs a simple agreement without a what?
Witness
204
A partnership agreement can be entered into by one or more what?
Partners
205
A deed must clearly state it is a what?
Deed
206
A deed requires proper what and delivery?
Execution
207
A company deed needs two authorised signatories or seal or one director with a what?
Witness
208
An individual's deed signature needs a what?
Witness
209
A partner needs express authority by deed to execute a deed for the what?
Partnership
210
Valid contract formation needs offer acceptance intention and what?
Consideration
211
Conditions and warranties affect available what for breach?
Remedies
212
Commercial contracts involve issues like conditions precedent and the Third Parties what?
Act
213
Proper execution ensures a contract or deed is likely what?
Enforceable
