Questions and Answers of Dynamic Business Law

Define administrative law.
Define public benefit corporation and describe the social purposes served by these corporations.
Describe and apply the theories of the social responsibility of business.
Describe and apply the moral theories of business ethics.
Describe how law and ethics intertwine.
Describe how trading in securities is regulated by federal securities laws.
Describe civil and criminal penalties for violating the Securities Act of 1933.
Define initial coin offering (ICO) and security token offering (STO) and describe how they are regulated by federal securities laws.
Define crowdfunding and describe how capital is raised using crowdfunding.
List and describe offerings that are exempt from registration, such as the nonissuer, intrastate, private placement, and small offering exemptions.
Define a well-known seasoned investor and describe how securities can be issued pursuant to a shelf registration.
Describe the requirements for issuing securities pursuant to SEC Regulation A.
Define an emerging growth company (EGC)and describe the requirements for issuing securities as such.
Define an initial public offering and describe how securities are registered with the Securities and Exchange Commission.
Define a security.
List and describe major federal securities laws.
Define strategic alliance and describe how strategic alliances are used in business.
Define joint venture and describe how joint ventures are used in business.
Define licensing and describe how trademarks and intellectual property are licensed.
Describe how franchising agreements can be terminated.
Define apparent agency and explain how it applies in certain situations.
Identify the tort and contract liability of franchisors and franchisees.
Describe a franchise agreement and the terms of a franchise agreement.
Describe federal and state franchise disclosure laws.
Define franchise and describe the various forms of franchises.
Examine the use of multinational corporations in conducting international business.
Describe state antitakeover statutes.
Define tender offer and describe defensive maneuvers to prevent hostile takeovers.
Describe the process for approving a merger, acquisition, and share exchange.
Define shareholder resolution and identify when a shareholder can include a resolution in proxy materials.
Describe the process of soliciting proxies from shareholders and engaging in a proxy contest.
Describe how the Sarbanes-Oxley Act affects corporate governance.
Describe directors’ and officers’ duty of loyalty and how this duty is breached.
Describe directors’ and officers’ duty of care and define the business judgment rule.
Describe the duty of obedience of corporate directors and officers.
Define corporate officer and describe the duties and scope of authority of corporate officers.
Define board of directors and describe the duties of members of boards of directors of corporations.
Define shareholder and describe the rights of shareholders of corporations.
Describe how a corporation is dissolved and terminated.
Describe how a corporation is financed by debt securities.
Describe how a corporation is financed by equity securities and define common stock and preferred stock.
Describe the powers that a corporation possesses.
Describe the process of incorporating and forming a corporation.
List and describe the classifications of corporations.
Describe the limited liability of shareholders of a corporation.
Define corporation and list the major characteristics of a corporation.
Describe the dissociation of members, and the dissolution and winding up of an LLC.
Determine when members and managers owe fiduciary duties of loyalty and care to an LLC.
Compare the management of a membermanaged LLC and a manager-managed LLC.
Describe the liability of an LLC and the limited liability of members of an LLC.
Describe the process of organizing an LLC.
Define limited liability company (LLC).
Describe the liability of an LLP and the limited liability of the partners of an LLP.
Define limited liability partnership (LLP) and describe the formation of an LLP.
Describe how a security interest in personal property is created.
Define secured transaction and describe Article 9 of the Uniform Commercial Code(UCC).
List and describe laws that protect debtors’rights
List and describe collection remedies.
Describe and distinguish between surety and guaranty arrangements.
Describe real property financing, foreclosure procedures, and deficiency judgments.
Define secured credit and describe the rights of the creditor.
Define unsecured credit and describe the liability of the debtor.
Define credit and identify the parties to a credit transaction.
Describe banking reform measures.
List and describe the various forms of electronic and online banking, cryptocurrency, and mobile payment apps.
Describe bank payment rules, including posting and settlement.
Describe the Federal Reserve System and the collection process for checks.
Identify what parties are liable for altered and forged checks.
Describe when a bank must honor a check.
List and describe special forms of checks and identify the parties to these checks.
Describe ordinary checks and identify the parties to an ordinary check.
Describe the bank–customer relationship.
Describe how parties are discharged from liability on negotiable instruments.
List and describe personal defenses that can be raised against ordinary holders of negotiable instruments.
List and describe the universal (real) defenses that can be raised against holder in due course status.
Describe how defenses may be raised to the payment of negotiable instruments.
List and describe presentment warranties.
List and describe transfer warranties.
Describe warranty liability for negotiable instruments.
Describe liability for forged indorsements and explain the imposter rule and the fictitious payee rule.
Describe secondary liability for negotiable instruments.
Describe primary liability for negotiable instruments.
Describe signature liability for negotiable instruments.
Identify and describe the requirements for being a holder in due course.
Define holder and holder in due course.
List and describe the types of indorsements.
Describe how a negotiable instrument is transferred by indorsement.
Describe how a negotiable instrument is transferred by negotiation.
Describe how a nonnegotiable contract is transferred by assignment.
Distinguish between a nonnegotiable instrument and a negotiable instrument.
Describe prepayment, acceleration, and extension clauses.
Identify and describe the requirements for creating a negotiable instrument.
Describe types of negotiable instruments, including drafts, checks, promissory notes, and certificates of deposit.
Define negotiable instrument and describe the functions of negotiable instruments.
List and describe warranties of title and possession
Describe the protections provided by the Magnuson-Moss Warranty Act.
Identify warranty disclaimers and determine when they are lawful.
Describe the implied warranty of fitness for a particular purpose.
Describe the implied warranty of fitness for human consumption.
Describe the implied warranty of merchantability.

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