You and two of your friends are considering starting a new business in South Portland, Maine, which have a commercial kitchen that prepares food for take-out and delivery. In addition to the three of you, the business will have a number of non-owner employees who prepare the food, take orders, process payments, manage the website and do cleaning.

Part I. Discuss which form of business organization would be the best choice for the new enterprise. You should select the business organization which, on balance, has the most attractive features from the point of view of the owners. WHY the business organization you have selected is better, on balance, than (at least some of) the others. Discuss all of the following issues:

A. potential personal liability of the owners,

B. management rights,

C. federal income tax treatment of the business and its owners, (Caution: Do not use phrases like "single taxation" or "double taxation" unless you explain what the phrases mean.)

D. any legal restrictions on who can be owners (if relevant,) and

E. transferability of ownership interests

Part II. Analyze ALL of the following situations. Use legal terms and mention relevant material covered in the course, including any relevant cases.

F. What is the process for obtaining the best legal protection for the name of the business? Explain.

G. You aunt has given you his extensive compact disc ("CD") collection from the 1990s and a sound system with a high-capacity CD player, amplifier and speakers. She suggests that you set it up to play music for employees in the kitchen while they work. Might this create legal problems? Explain.

H. One of your friends who will be a co-owner of the business has a special recipe for lasagna which will be on the menu. The recipe has some unusual ingredients. What is the most appropriate way she can obtain legal protection for the recipe so that it cannot be used by others without her permission? Explain.