Business Law

Practical Project

/100

Facts and Questions

You are planning to start your own business. Suppose you choose to open a bed and breakfast. You have recreational property in Canmore - a small residential home. So your plan is to create a business to accommodate tourists.

Your proposed business name is Sky Blue Bed & Breakfast.

Your registered address is: 455 - 17^th Ave SW, Calgary, AB T5R 4F4.

Your business phone is: 403-900-9888 and e-mail is: s..d@gmail.com.

When the business opens, profits rise substantially. But you don't want to do all the hard work. So you hire Z as a director to handle the main responsibilities of the business - accounting, filing, maintenance of records, and notice.

STARTING YOUR BUSINESS

1.How would you incorporate your business? (2 marks)

2.Which government has power to regulate a corporation? Which law governs? (2 marks)

3.Name 2 documents that are required to incorporate your business. (2 marks)

MAINTENANCE OF THE BUSINESS

Suppose that Canmore has strict environmental bylaws. You want to ensure that your new business is compliant with such bylaws. But you don't know what you need for this.

4.What does your business need to operate in Canmore? (1 mark)

5.What is a Corporate Minute Book? What does the law say about it? (2 marks)

SHAREHOLDERS

You and two friends - A and B - become shareholders. You are the primary shareholder with 50% of the shares. A and B each have 25% of the shares. You have signing authority over contracts.

6.Suppose A and B want to sell their shares. Who can purchase their shares? (2 marks)

7.Suppose B wants to inspect the corporate records. Where would the records be kept? (1 mark)

8.If one buys shares in the corporation, how can this person prove it is a shareholder? (2 marks)

9.Who is responsible for declaring dividends? (2 marks)

10. Name 3 shareholder rights. (3 marks)

MEETINGS

11. How many meetings are required for your business on a yearly basis? Which law governs this requirement? (2 marks)

12. What is the term for when people record notes of a meeting? (2 marks)

13. Suppose that A wants to raise an issue at the meeting for the menu. Explain the steps that would be taken to formally discuss this issue towards a decision. (5 marks)

CONTRACTS

14. Suppose that you want to paint the business's interior cherry red. You contract with Rolly the Painter. You agree to pay $3,500.00 to Rolly to paint the interior of the home by September 20, 2021. But Rolly is constantly delaying the paint job - making excuses for days. You get sick of it and hire another painter - Booly the Painter.

a.Who has signing authority to enter into agreement with Rolly?(2 marks)

b.What defence can you raise against Rolly for his delay? Explain. (2 marks)

c.What costs can your recover from Rolly for hiring Booly? (2 marks)

SHARES

After two years of success, you decide to go public.

15. What contract would you sign to deal with the buying, selling, or transfer of shares within your business? (2 marks)

16. Suppose that B wants to change the name of your business. What document is required to do this? (2 marks)

17. What law must you follow to make your business go public? What does it mean to "go public"? (5 marks)

18. What document(s) would you need to attract public investors under Alberta law? (5 marks)

EMPLOYMENT

You plan to hire 3 persons for the staff - a line cook, a front desk clerk, and a marketing agent.

19. Suppose you find out that your staff has not been paid on time. Their paycheques were not provided the previous week.

a.What document would help resolve this issue? (2 marks)

b.What law governs employment matters in Alberta? (2 marks)

20. Suppose that Xeno Mann applies for a job as a line cook. The problem is that Xeno has no cooking qualifications. Yet Xeno accuses your business of discriminating against him.

a.What is the issue? Explain. (5 marks)

b.What defence can your business use to justify its decision? (2 marks)

21. Suppose that your line cook wants to celebrate a religious holiday. A and B tell her that she is not allowed to take a day off because there is too much work.

a.What does the law say about this issue? (2 marks)

22. Suppose that you discover that your line cook was terminated from her job. She indicated that she was "forced out of the job" because of horrible work conditions.

a.What is the issue? Explain. (5 marks)

LITIGATION

But then someone sues your business. You receive a Statement of Claim at the

registered office. The allegation is a "breach of contract" with respect to a contract

that you signed 6 months ago. Allegedly, your company did not pay a farmer for the

500 oranges delivered to your bed and breakfast location.

23. What document would you need to respond to the lawsuit? ? (2 marks)

24. What is the importance of having a registered office for your business? (2 marks)

25. You propose to settle out of court. What are some ways to do this, and what are its benefits? (5 marks)

IP

You want to create a new logo.

26. What type of intellectual property is a logo? (2 marks)

27. How would you register a logo in Canada? Explain. (5 marks)

28. How can you search for a trademark? Where can you research this? (3 marks)

29. Suppose that another bed and breakfast company in Calgary uses your logo to advertise itself. What can you do about this? (2 marks)

REAL ESTATE

You and the other two shareholders decide to purchase real estate - a commercial building.

This is located in Canmore, and the listing price is $1.2 million.

30. If you buy this commercial building, who will own it? That is, who will be the registered owner on title? (2 marks)

31. How can you check to see who is the previous owner? (2 marks)

32. You are told that you can secure "fee simple" rights. What does this mean? (2 marks)

33. You are told that a utility easement runs in front of the building. What is an easement? Which document can show us where to find an easement? (5 marks)

34. After the purchase of the commercial building, you want to add a second level to the building. But you are told that you cannot do so because of some kind of restriction imposed by Canmore. What is the name of this? (2 marks)