Law 1 Flashcards
(147 cards)
1
Q
Who must treaties be approved by
A
2/3 Senate
2
Q
Intl Treaties override State Laws via…
A
Supremacy clause
3
Q
WTO handles…
A
Disputes resolution
4
Q
Case briefs are usually broken down into the following: (7)
A
Facts, history, issues, Holdings, Rule of law, Reasoning, Agreed upon opinion
5
Q
IRAC format
A
Issue, Rule, Analysis, Conclusion (Suno)
6
Q
Globalization definition
A
Integration of world economies beyond political borders. Made possible by transportation and technology (communication)
7
Q
Domestic protectionism (barriers of free trade) (5)
A
Quotas, Tariffs, Embargos, Export restrictions, Subsidiaries (QTEES - Hila on other side of wall)
8
Q
FTAs (Free Trade Agreements) decrease…
A
Domestic Protectionism and increase cooperation in trade
9
Q
4 types of international business transactions
A
Sale of services, Import/export, Licensing, Investments (SILI- Platts’ class)
10
Q
Direct exporting of g&s
A
Company sells overseas directly thru its own network
11
Q
Indirect exporting of g&s goes thru…
A
intermediary (export mgmt company, export trading company, sales agents, etc)
12
Q
Licensing is…
A
Sharing of intellectual property for a fee or royalties
13
Q
Example of licensing
A
Microsoft office grants users a license, registry to use the suite. Cannot make copies and sell without microsofts permission
14
Q
Example of franchising
A
McDonald’s allows Chinese operators to use its trademark and materials to open a McDonald’s in China
15
Q
Foreign Direct Investments (FDIs) are…
A
Capital investments made by companies in other countries (ex joint venture/subsidiary, m&a, purchasing shares of established foreign entity)
16
Q
Types of risk
A
Transactional, Legal, Currency, Cultural, Political (TlcCP)
17
Q
Transactional risks examples (3)
A
- payment from buyer
- delivery from seller
- due to distance, payment and delivery are not simultaneous
18
Q
Transactional risk preventative measure
A
- clear and detailed documents (5W, expectations given)
- BOL (telling LOreal lotion on board boat for shipment to consignee)
- Insurance
- Letter of credit (irrevocable payment undertaking)
19
Q
Cultural risk examples (3)
A
- difference in language
- different culture can mean different issues
- cultural relativism
20
Q
Currency risk examples (2)
A
- rate fluctuations
- manual currency conversions (not using Google)
21
Q
Currency risk prevention a (3)
A
- identify payment terms
- currency hedging (purchase and sell and set price)
- trading goods for goods
22
Q
Legal risk examples (3)
A
- Cost and complexity of litigation
- differences in law
- proper enforcement
23
Q
Legal risk preventatives
A
- know the law
- use ARBITRATION (not in court, disinterested third party, speedy, oea)
- forum selection
- understand international treaties (cisg, wipo, etc)
24
Q
Political risk (define expropriation)
A
Taking of stuff by foreign government
25
Who are treaties negotiated by
Executives
26
Define utilitarianism
(cost/benefit) Ends justify the means
27
Define rights and duties
Certain unalienable rights
28
Define virtue ethics
Focusing on morality and reasoning
29
Define cultural relativism
- Justifying persons actions based on their culture (Muslims)
- not right or wrong, unless prejudice
30
Disadvantages of ethical business behavior (3)
- higher costs (sourcing from fair trade rather than China)
- higher overhead (proper training and HR)
- false expectations (Chrysler reliability)
31
Advantages of ethical business behavior (4)
- higher revenue and quality of life for producer)
- improved brand name and rep
- better employee motivation (no suicide nets)
- new sources of financing (ethical investors)
32
Public relations ensure businesses act... (Celebrity pr)
Ethically
33
Foreign corrupt policies act (FCPA) covers what two areas (2)
- transparent accounting requirements under SEC
| - bribery of foreign officials
34
Who is a government official?
- holding political office
- candidate for office or political party
- officers of state owned enterprise
35
Exception to FCPA (2)
- expedition
| - facilitation
36
Defenses against FCPA
- okay in foreign country
| - bona fide expenditure (plant visit, demonstration)
37
Indirect bribery definition
Illegal actions taken by third party
38
Organization for Economic Cooperation and Development (OECD)
- Against bribery and corruption
- identifies and pushes for good international business practices
- Recog by FCPA
39
Choosing an entity form (what to consider) (6)
Type, Location, Management, Liability (financial), Taxation class, Exit strategy
40
Liability in general partnership
Unlimited personal liability, even for misconduct of other partners (Justin steals all pockets for himself)
41
Limited partnership
```
General partners (at least one)
-unlimited liability
-manage day to day business
Limited partner (at least one)
-liability limited to contributed
-NOT involved at all
```
42
Limited liability partnership
- No general or limited partner categories
- have limited liability protection (not responsible if Justin steals pockets)
- each partner participates in mgmt
43
Corporations
- have SHAREHOLDERS, not partners or members
- have board of directors
- limited liability for officers/directors/shareholders
44
LLC
Most common and most flexible
45
S corporation
- stock can be held by no more than 100 (SEX) persons
- shareholders can be individuals, estates, trusts
- must be generally domestic
- only one class of stock (SSSsingle)
- no foreigner shareholders (raciSt)
- taxed a SSSingle time
- transferability without unanimous consent (SSSingle person decision)
46
Define piercing the corporate veil
Putting aside limited liability rules to go after shareholders
-very difficult to prove
47
Causes to pierce veil
- no proper documentation of transactions
- under capitalization
- fraud or misconduct
48
Define enterprise liability
All affiliated companies are an enterprise, thus liable (Arrest Dev)
49
Why Delaware? (4)
- cheap
- separate court for companies without jury
- favorable legal precedent cases
- little to no taxes
50
Why South Dakota? (2)
- No usury laws (illegal interest rates? No need to pay back)
- favorable legal precedent cases
51
Define joint venture
- parties join forces for DEFINITIVE TIME PERIOD
| - exercise dual control over enterprise and share rev, exp, assts
52
Define transfer pricing
Transactions between parent and subsidiary to shift profit to lower tax country
53
The Corporation is the most popular form for...
Foreigners (because sounds official)
54
Free Trade Zones contain...
- Regions where countries have entered into free trade agreement
- can pick jurisdiction most beneficial to the business
55
Types of dispute resolution (4)
Litigation, Informal, Mediation, Arbitration (Lima county)
56
Define jurisdiction
Courts ability to hear a case
57
Define venue
Location (which court) where a Case is held
58
Litigation
- service of process (you've been served)
- Court (Little Judge Judy)
- identify jurisdiction and venue
- evidence, enforcement, governing law, classic court case
59
Service of process
- serving papers
- other party has chance to defend
- important for enforcement purposes
- each country has its own way biren serves his papers
60
What does the Hague Service Convention
Multilateral treaty between ~60 nations providing a method of common Serving within member nations (central serving authority)
61
Alien venue statute
In federal matters, foreign alien may be sued in any federal court (except DC)
62
What is Subject matter jurisdiction
- ability to hear cases of a particular type (family, civil, criminal)
- state courts can hear many types of cases (unless exclusively reserved for federal court)
- can NOT waive to Subjectman
63
What is Personal Jurisdiction
- courts authority over particular defendant
| - may waive to self in mirror
64
General
Systemic and continuous presence within state
65
Specific
Substantial connection to state
66
Define sovereign immunity
Foreign governments cannot be sued
67
Act of state doctrine
Actions of a government within its own country (N Korea)
68
Forum Non Conveniens
- "forum not agreeing. Aka YouTube comments"
- even if court has right to hear case, case could be dismissed if there is a more suitable court (AlienTube)
- factors: location, location of evidence, witnesses, undue hardship for defendant
69
Choice of Law Provision
Parties agree by contract to be governed by particular country's law
-natural grounds: NY, London, HK
70
Most costly and time consuming part of litigation/court?
Collecting evidence
71
Hague Evidence Convention
Request from court to foreign countries for assistance in retrieving evidence
-foreign country may reject due to national law
72
Rule of reciprocity
Mutual exchange of privileges between states, countries, persons or businesses
73
General agreement on tariffs and trade (GATT) basic objective
Liberalize trade so market can work to achieve the policy goals of the GATT
-replaced by WTO
74
World Trade Organization (WTO) unlike GATT, establishes...
International organization and gives it legal personality and supports it with traditional treaty
75
4 Parts of WTO (4)
- multilateral agreements what impose binding obligations on members
- dispute settlement rules
- regular trade policy review
- other optional agreements
76
Ways to promote freer trade (5)
Eliminate quotas, tariffs, export restrictions, Embargos, and subsidiaries
77
Gradual change aka
Progressive liberalism
78
Generalized System of Preferences (GSP)
Formal system of exemption
79
Most favored nation treatment
According to WTO, if country gives another country reduced tariffs, must do so for ALL other WTO members.
-Article 1 of GATT. (Most favored is of course #1)
80
National treatment
Treating foreigners and locals equally as well as the products they offer
-Article 3 of GATT (National Treasure 3)
81
Explicit discrimination
Measure classifies a product based on its place of production
82
Implicit discrimination
Measure is discriminating foreign producers (more common than ex)
83
Tariff limits in Schedule of concessions
Article 2 of GATT
84
Define dumping
Selling products in host country at low prices that are below what is sold on the home market
-purpose is to increase market share in foreign market
85
Subsidies define
Pmt by government to private sector to encourage certain actions
-pure export subsidies are prohibited (to refrain from dumping)
86
Article XX
Protects morals, life, compliance of agreements, natural resources, and national treasures of artistic and historic value.
- the hippie article (XXx)
- can't be arbitrary or unjustifiable
87
Countervailing duties
Amount applied equal to the amount of estimated subsidy
| -can't be used alongside anti dumping duties
88
Anti dumping duties
Counters the harm associated with dumping
| -can't be used alongside countervailing duties
89
Technical barriers
Technical regulations and standards
90
Dispute Settlement Understanding
Comprehensive statement of dispute settlement rules
91
WTOs primary objective
Have violating party withdraw violating measures (make bad guys stop)
92
Retaliatory actions are last resort
Last resort
93
Substantial transformation test
Country of origin is the last country in which a good was SUBSTANTIALLY transformed (tariff classification change, change in nature and inability to reverse change (chemicals), value added)
94
Value added test (EU and NAFTA)
62.5% of materials and labor in one country Mexico automobiles
95
Specified processes test
These Specified processes on this list say you are the country of origin
96
Ultimate purchaser
Final customer
97
Tariff limits in Schedule of concessions
Article 2 of GATT
98
Define dumping
Selling products in host country at low prices that are below what is sold on the home market
-purpose is to increase market share in foreign market
99
Subsidies define
Pmt by government to private sector to encourage certain actions
-pure export subsidies are prohibited (to refrain from dumping)
100
Article XX
Protects morals, life, compliance of agreements, natural resources, and national treasures of artistic and historic value.
- the hippie article (XXx)
- can't be arbitrary or unjustifiable
101
Countervailing duties
Amount applied equal to the amount of estimated subsidy
| -can't be used alongside anti dumping duties
102
Anti dumping duties
Counters the harm associated with dumping
| -can't be used alongside countervailing duties
103
Technical barriers
Technical regulations and standards
104
Dispute Settlement Understanding
Comprehensive statement of dispute settlement rules
105
WTOs primary objective
Have violating party withdraw violating measures (make bad guys stop)
106
Retaliatory actions are last resort
Last resort
107
Substantial transformation test
Country of origin is the last country in which a good was SUBSTANTIALLY transformed (tariff classification change, change in nature and inability to reverse change (chemicals), value added)
108
Value added test (EU and NAFTA)
62.5% of materials and labor in one country Mexico automobiles
109
Specified processes test
These Specified processes on this list say you are the country of origin
110
Ultimate purchaser
Final customer
111
Special marking requirements
- steel knives (COO)
- gold (K value content)
- hazardous materials
- ISO standards marks
112
Penalties for not marking correctly
- additional duties
- restriction on import
- rejection on import
- seizure and forfeiture
113
Reasons for export controls (2)
- national security reasons
| - foreign policy
114
US export control is administered by...
Bureau of Industry and Security (part of Dept of commerce)
115
Do you need a license to export? How about on goods that have been improved in the US?
Yes and Yes
116
Export Administration Act...
Makes it illegal to knowingly export a controlled commodity without license
117
General license
Broad grant of authority by gov to exporters (NLR)
118
Validated license
Granted on case-by-case basis. For more specific products
119
Special comprehensive license
Given to experienced exporters that are well known
120
If routed thru one country to get to another, what must be determined?
Ultimate purchaser
121
Export control commodity number (ECCN)
Code for every product. Determines export control
122
Commerce country chart identifies...
The countries where licenses are required
123
Ex-Im banks
Banks that provide loans, guaranties and insurance to encourage exports
124
Standard marking requirements (2)
- Ultimate purchaser
| - country of origin
125
Ad valorem
Latin: according to value
| -tax based in value of sales
126
Specific taxation
Fixed tax amount per unit of product
127
Harmonized Tariff Schedule identifies...
Identifies specific item and its tax rate
128
Section 9802
Item made in us, improved elsewhere, and sent back to us? Only value added portion is taxed
-must have same use
129
Foreign trade zones
Duty free zones on non-prohibited goods. Taxed when transferred out of foreign trade zone
130
Article 2 of UCC deals with
Sale of goods
131
Article 2Amanda deals with
Lease of goods (but not for real property)
132
Offer needs to contain (4)
-parties to the contract
-time for performance
-subject matter
-price
(PTSP)
133
Offer is Irrevocable if
- Made by merchant to buy and sell items
- made in signed writing (contract)
- terms hold timeframe open (if no time then 3 months)
134
Mirror image rule
Acceptance must be same as offer
135
Any change to material terms in offer is..
A counteroffer (Battle of Forms)
136
Under article 2 the mirror image rule...
Does NOT apply
137
Death...
Terminates a revocable offer
138
Unilateral offer
Mowing lawn
139
Bilateral offer
An 'I accept' is needed
140
Mailbox rule
Acceptance is effective when put in mailbox for pickup
141
Is bargaining a counter offer?
NO
142
Is contract TO GIFT enforceable?
No. This is nominal consideration, which is not consideration
143
Promissory estoppel doctrine
A non-contractual promise may be made enforceable to avoid any injustice.
144
Define promissory estoppel
Tho there is no enforceable contract, because one party has relied on the promise of the other, it would be unfair not to enforce the agreement
145
Rule by law
Country where laws are used as tools and a means to an end
146
Rule of law countries...
More focus on contracts and fair competition
147
Rule by law countries...
Less focus on contracts and more on relationships
