Term
| Entrepreneurial forms of Conducting Business |
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Definition
1)Sole proprietorship 2)General Partnership 3)Limited Partnership 4)Limited Liability Partnership (LLP) 5)Limited Liability Company (LLC)
6)Corporation |
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Term
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Definition
| A form of business in which the owner and the business are one. The business is not a separate legal entity. |
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Term
| Sole Proprietorship Business Name |
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Definition
| a sole proprietorship can operate under the name of the sole proprietorship or a trade name. Operating under a trade name is commonly designated as dba (doing business as). If a trade name is used, a fictitious business name statement must be filed with the appropriate state government office. |
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Term
| Personal Liability of a Sole Proprietor |
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Definition
| A Sole Proprietor is personally liable for the debts and obligations of the sole proprietorship. |
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Term
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Definition
| The UPA is a model act that codifies partnership law. Most states have adopted all or part of the UPA. |
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Term
| Entity theory or partnerships |
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Definition
| This theory holds that partnerships are separate legal entities that can hold title to personal and real property, transact business in the partnership name, and the like. |
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Term
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Definition
| A general partnership is an association of two or more persons to carry on as co-owners of a business for profit. |
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Term
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Definition
| a general partnership can operate under the names of any one or more of the partners or under a fictitious business name. |
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Term
| General Partnership Agreement |
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Definition
| A general partnership agreement is an agreement establishing a general partnership. It sets forth the terms of the partnership. It is good practice to have a written partnership agreement that the partners sign. |
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Term
| Tort Liability of General Partners |
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Definition
| A tort occurs when a partner causes injury to a third party by his or her negligent act, breach or trust, breach of fiduciary duty, or intentional tort. |
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Term
| Partnership Liability of General Partners |
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Definition
| A partnership is liable to third persons who are injured by torts committed by a partner while he or she is acting within ordinary course of partnership business. |
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Term
| Joint and several liability of partners |
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Definition
| Partners are personally liable for torts committed by partners acting on partnership business. This liability is joint and several, which means that the plaintiff can sue one or more of the partners separately. If successful, the plaintiff can recover the entire amount of the judgment from any or all of the defendant-partners |
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Term
| Partners' contract authority |
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Definition
| A contract entered into by a partner with a third party on behalf of a partnership is binding on the partnership. |
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Term
| Partnership Liability of contracts |
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Definition
| A partnership is liable for contracts entered into on its behalf by partners acting with express, implied, or apparent authority, or where unauthorized contracts have been ratified by partners. |
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Term
| Liability of Incoming Partners |
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Definition
| A new partner who is admitted to a partnership is liable for the existing debts and obligations of the partnership only to the extent of his or her capital contribution. The new partner is personally liable for debts and obligations incurred by the partnership after becoming a partner. |
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Term
| Dissolution of general partnerships |
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Definition
| dissolution is a change in the relationship of the partners caused by any partner ceasing to be associated in the carrying on of the business. |
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Term
| Wrongful Dissolution of General Partners |
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Definition
| Wrongful dissolution occurs when a partner withdraws from a partnership without having the right to do so at any time. The partner is liable for damages caused by the wrongful dissolution of the partnership. |
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Term
| Notice of dissolution of partners |
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Definition
| Notice of dissolution must be given to all partners. If a partner who has not received notice of dissolution enters into a contract on behalf of the partnership in the course of partnership business, the contract is binding on all the parties. |
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Term
| Notice of dissolution to third parties |
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Definition
| Actual notice must be giving to third parties who have actually dealt with the partnership. A constructive notice must be given to those aware of the partnership, this can be done in a newspaper. No notice is due to those unaware of the partnership. |
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Term
| Continuation of a partnership after dissolution |
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Definition
| The surviving or remaining partners are given the right to continue the partnership after dissolution. When a partnership is continued, the old partnership is dissolved, and a new partnership is created. |
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Term
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Definition
| A continuation agreement is a document the expressly sets forth the events that allow for continuation of a partnership, the amount to be paid to outgoing partners, and other details. |
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Term
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Definition
| the creditors of the old partnership becomes creditors of the old partnership and have equal status with the creditors of the new partnership. |
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Term
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Definition
| A limited partnership is a special form of a partnership that has both limited and general partners |
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Term
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Definition
| general partners in a limited partnership invest capital, manage the business, and are personally liable for partnership debts. |
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Term
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Definition
| Limited Partners in a limited partnership invest capital but do not participate in management and are not personally liable for partnership debts beyond their capital contributions. |
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Term
| Corporation as sole general partner |
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Definition
| A corporation may be the sole general partner of a limited partnership. Shareholders of corporations are liable only up to their capital contributions. |
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Term
| Certificate of limited partnership |
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Definition
| A certificate of limited partnership is a document that two or more persons must execute and sign that establishes a limited partnership. The certificate of limited partnership must the secretary of state of the appropriate state. |
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Term
| Limited partnership agreement |
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Definition
| A limited partnership agreement is a document that sets forth the rights and duties of general and limited partners; the terms and conditions regarding the operation, termination, and dissolution of the partnership; and so on. |
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Term
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Definition
| Defective formulation occurs when (a) a certificate of limited partnership is not properly filed, (b) there are defects is a certificate that is filed, or (c) some other statutory requirement for the creation of a limited partnership is not met. A limited partner may be held liable as a general partner if a limited partner is defectively formed. |
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Term
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Definition
| Unless otherwise agreed, profits and losses from a limited partnership are shared on the basis of the value of the partners' capital contribution. the limited partnership agreement may be specify how profits and losses are to be allocated among the general and limited partners. |
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Term
| Liability of General Partners |
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Definition
| General Partners of a limited partnership have unlimited personal liability for the debts and obligations of the limited partnership. |
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Term
| Liability of limited partners |
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Definition
| Limited partners of a limited partnership are liable only for the debts and obligations of the limited partnership up to their capital contributions. |
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Term
| Limited Partner and management |
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Definition
| Limited partners have no right to participate in the management of the partnership. A limited partner is liable as a general partner if his or her participation in the control of the business is substantially the same as that of the general partner, but the limited partner is liable only to the persons who reasonably believed him or her to be a general partner. |
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Term
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Definition
| A legal entity created pursuant to the laws of the state of incorporation |
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Term
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Definition
| State statutes that govern the formation, operation, and dissolution of corporations |
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Term
| The corporation as a legal "person" |
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Definition
| A corporation is a separate legal entity - an artificial person - that can own property, sue and be sued, enter into contracts, and such |
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Term
| Limited Liability of Shareholders of a corporation |
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Definition
| Shareholders are liable for the debts and obligations of the corporation only to the extent of their capital contributions. |
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Term
| Free transferability of shares of a corporation |
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Definition
| Shares of a corporation are freely transferable by shareholders unless they are expressly restricted |
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Term
| Perpetual existence of a corporation |
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Definition
| Corporations exist in perpetuity unless a specific duration is stated in the corporation's articles of incorporation |
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Term
| Centralized management of a corporation |
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Definition
| The board of directors of a corporation makes policy decision for the corporation. Corporation officers appointed by the board of directors run the corporation's day to day operations. Together, the directors and officers form the corporation's management. |
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Term
| Model Business Corporation Act (MBCA) |
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Definition
| A model act drafted in 1950 that was intended to provide a uniform law for the regulation of corporations. |
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Term
| Revised Model Business Corporation Act (RMBCA) |
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Definition
| A revision of the MBCA promulgated in 1984 that arranged the provisions of the model act more logically, revised the language to be more consistent, and made substantial changes that modernized the provisions of the act |
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Term
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Definition
| A domestic corporation is a corporation in the state in which it was incorporated |
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Term
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Definition
| A foreign corporation is a corporation in any state other than the one in which it is incorporated. A domestic corporation often transacts business in states other than its state of incorporation; hence a foreign corporation is these other states. A foreign corporation must obtain a certificate of authority from these other states in order to transact intrastate business in those states |
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Term
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Definition
| An alien corporation is a corporation that is incorporated in another country. Alien corporations are treated as foreign corporations for most purposes. |
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Term
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Definition
| Incorporation is the process of incorporating (forming) a corporation. |
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Term
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Definition
| Corporations are creatures of statute; they can be formed only if certain statutory formalities contained in the state's corporations code are followed. |
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Term
| Selecting a State of Incorporation |
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Definition
| A corporation can be incorporated in only one state, although is can conduct business in other states. |
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Term
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Definition
| A corporate name selected for a new corporation must be distinguishable from existing corporate names. A corporate name may be reserved for a limited period of time while a corporation is being formed. |
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Term
| Articles of Incorporation |
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Definition
| the articles of incorporation are the basic governing documents of a corporation. They must be filed with the secretary of state of the state of incorporation. They are a public document and care also called the corporate charter. |
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Term
| Information to be set forth in the articles of incorporation |
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Definition
| The corporations code of each state sets out the information that must be included in a corporation's articles of incorporation. Additional information may be included in the articles of incorporation, as deemed necessary or desirable by the incorporators. |
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Term
| Amending the articles of incorporation |
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Definition
| The articles of incorporation can be amended to contain any provision that could be lawfully included in the original articles of incorporation. After any amendment is improved by the shareholders, the corporation must file articles of amendment with the secretary of state. |
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Term
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Definition
| Bylaws are a detailed set of rules that are adopted by the board of directors after the corporation is formed that contains provisions for managing the business and affairs of the corporation. This document does not have to be filed with the secretary of state. |
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Term
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Definition
| An organizational meeting must be held by the initial directors of a corporation after the articles of incorporation are filed. At this meeting, the directors adopt the bylaws, elect corporate officers, ratify promoters' contracts, adopt a corporate seal, and transact such other business as may come before the meeting. |
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Term
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Definition
| The number of shares provided for in the articles of incorporation is called the authorized shares. |
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Term
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Definition
| Authorized shares that have been sold by a corporation are called issued shares. |
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Term
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Definition
| Authorized shares that have not been sold by are corporation are called unissued shares. |
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Term
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Definition
| Treasury Shares are issued shares that have been repurchased by the corporation. They may be sold by the corporation. |
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Term
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Definition
| Outstanding shares are shares that are in shareholders hands, whether originally issued or reissued treasury shares. Only outstanding shares have the right to vote. |
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Term
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Definition
| Equity securities, also called stocks, are securities that represent the ownership rights to a corporation. Equity securities consist of common stock and preferred stock. |
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Term
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Definition
| Common Stock is a type of security that represents the residual value of the corporation. Common stock has no preferences, and its shareholders are paid dividends and assets upon liquidation only after creditors and preferred shareholders have been paid. |
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Term
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Definition
| A corporation assigns a par value to common shares to set a lowest price at which the shares may be issued by the corporation. No par shares are not assigned a par value. The RMBCA has eliminated the concepts of par value. |
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Term
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Definition
| Preferred stock is a type of equity that is given certain preferences and rights over common stock. |
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Term
| Preferences and rights of preferred stock |
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Definition
| Dividend preference, liquidation preference, cumulative dividend right, right to participate in profits, conversion right. |
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Term
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Definition
| A merger occurs when one corporation is absorbed into another corporation and ceases to exist. The corporation that continues to exist after a merger is called the surviving corporation. The corporation that is absorbed in the merger and ceases to exist as a separate entity is called the merged corporation. |
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Term
| Required Approvals for Merger |
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Definition
| An ordinary merger requires (a) the recommendation of the board of directors of each corporation and(b) an affirmative vote of the majority of shares of each corporation that are entitled to vote (unless greater vote is required). |
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Term
| Dissenting shareholders appraisal rights |
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Definition
| Shareholders have a statutory right to object to a proposed merger, share exchange, or sale or lease of all or substantially all property of a corporation to have their shares valued by the court and receive cash payment of its value from the corporation. |
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Term
| Dissenting shareholders procedure |
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Definition
| The corporation must notify shareholders of their appraisal rights. To obtain appraisal rights, a shareholder must (a) deliver written notice to the corporation of his or her intent to demand payment of his or her shares before the vote is taken and (b) not vote his or her shares in favor of the proposed action. |
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Term
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Definition
| A tender offer is an offer that an acquirer makes directly to a target corporation's shareholders in an effort to acquire or gain control of the target corporation. |
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Term
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Definition
| 1) persuade the shareholders not tender their shares 2)file delaying lawsuits (eg antitrust lawsuits) 3)sell the crown jewel 4)adopt poison pills (contract provisions that make contracts and leases expire) 5)find a white night to purchase the corporation in a friendly manner) |
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Term
| Annual Shareholders Meeting |
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Definition
| This meeting of the shareholders of a corporation must be held annually by the corporation to elect directors and to vote in other matters. |
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Term
| Special Shareholders Meeting |
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Definition
| Such a meeting of shareholders may be called to consider and vote on important or emergency matters, such a proposed merger, amending the articles of incorporation, and so forth. |
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Term
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Definition
| Shareholders may appoint another person (or proxy) as their agent to vote their shares at shareholders' meetings. |
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Term
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Definition
| a proxy card, also called a proxy, is a document that a shareholder signs that authorizes another person to vote his or her shares at a shareholder's meeting. |
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Term
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Definition
| A quorum is the required number of shares that must be represented in person or by proxy in order to hold a shareholders' meeting. The RMBCA establishes a majority of outstanding shares as a quorum |
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Term
| Vote required for elections other than for directors |
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Definition
| The affirmative vote of the majority of the voting shares represented at the shareholders' meeting constitutes an act of the shareholders for actions other than voting for directors. |
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Term
| Supramajority voting requirement |
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Definition
| the articles of incorporation or bylaws of a corporation can require a greater than majority of shares to constitute quorum or the vote of the shareholders (eg 80 percent) |
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Term
| Straight (noncumulative) voting |
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Definition
| unless otherwise stated, each shareholder votes the number of shares he or she owns on candidates for each position open for election. |
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Term
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Definition
| The articles of incorporation may provide for cumulative voting. Under this method, a shareholder is entitled to multiply the number of shares he or she owns by the number of directors to be elected and cast the product for a single candidate or distribute the product among two or more candidates. |
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Term
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Definition
| Preemptive rights give existing shareholders the option of subscribing to new shares being issued by the corporation in proportion to their current ownership interest. |
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Term
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Definition
| A shareholder may bring a derivative lawsuit on behalf of the corporation against and offending party who has injured the corporation when the directors of the corporation fail to bring the suit. The shareholders must make a written demand upon the corporation to bring the lawsuit, and then the corporation either may reject it or 90 days may expire without the corporation bringing the requested lawsuit. |
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Term
| Liability of shareholders |
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Definition
| Shareholders of corporations generally have limited liability. That is, they are liable for the debts and obligations only to the extent of their capital contributions to the corporation. |
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Term
| Disregard of Corporate Entity |
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Definition
| Shareholders may be found personally liable for the debts and obligations of the corporation under the piercing of the corporate veil doctrine. Courts can disregard the corporate entity and hold shareholders personally liable for debts and obligations of the corporation if (a) the corporation has been formed without sufficient capital or (b) separateness has not been maintained between the corporation and its shareholders (eg commingling of personal and corporate assets, failure to hold required shareholders meetings) |
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Term
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Definition
| A shareholder proposal may be submitted by a shareholder or group of shareholders to be considered and voted upon by the corporation's shareholders. |
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Term
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Definition
| The board of directors is a panel of decision makers for a corporation; its members are elected by the shareholders |
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Term
| Policy decisions of a corporation |
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Definition
| The directors of a corporation are responsible for formulating the policy decisions affecting the corporation, such as deciding what businesses to engage in, determining the capital structure of the corporation, selecting and removing top officers and the like. |
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Term
| Limited Liability Company (LLC) |
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Definition
| The LLC is a special form of unincorporated business entity that combines the tax benefits of a partnership with the limited personal liability of a corporation |
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Term
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Definition
| Owners of an LLC are called members |
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Term
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Definition
| The articles of organization is a document that owners of an LLC must execute, sign, and file with the secretary of state of the appropriate state to form an LLC. |
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Term
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Definition
| An LLC does not pay federal income taxes unless it elects to do so. If an LLC is taxed as a partnership, the income and losses of the LLC flow onto individual members's federal income tax returns. |
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Term
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Definition
| All members of an LLC have agency authority to bind the LLC to contracts |
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Term
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Definition
| Only the designated managers have the authority to bind the LLC to contracts. |
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Term
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Definition
| An LLP does not pay federal income taxes unless it elects to do so. If an LLP is taxed as a partnership, the income and losses of the LLP flow onto individual partners' federal income tax returns. |
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Term
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Definition
| A franchise is established when one party licenses another party to use the franchisor's trade name, trademarks, commercial symbols, patents, copyrights, and other property in the distribution and selling of goods and services. |
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Term
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Definition
| The party who does the licensing in a franchising arrangement |
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Term
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Definition
| The party who is licensed by the franchisor in a franchise arrangement |
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Term
| Distributorship Franchise |
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Definition
| In this type of franchise, the franchisor manufactures a product and licenses a retail franchise to distribute the product to the public |
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Term
| Processing Plant franchise |
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Definition
| In this type of franchise, the franchisor provides a secret formula or process to the franchisee, and the franchisee manufactures the product and distributes it to retail dealers. |
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Term
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Definition
| In this type of franchise, the franchisor licenses the franchisee to make and sell its products or distribute its services to the public from a retail outlet serving an exclusive territory. |
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Term
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Definition
| In this type of franchise, the franchisor authorizes the franchisee to negotiate and sell franchises on behalf of the franchisor in designated areas. The area franchisee is called the subfranchisor. |
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Term
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Definition
| An independent contractor is a separately and operated business that is not the agent of another party with which it does business. This is typical franchisor-franchisee arrangement. There is no agency relationship, so neither party is liable for the other's contracts or torts |
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Term
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Definition
| An actual agency is an arrangement in which a franchisor expressly or implicitly by its conduct makes a franchisee its agent. The franchisor is liable for the contracts entered into and torts committed by the franchisee while acting within the scope of the agency. |
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Term
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Definition
| An apparent agency arises when a franchisor creates the appearance that a franchisee is its agent when in fact an actual agency does not exist. The franchisor is liable for the contracts entered into and torts committed by the franchisee acting as an apparent agent |
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Term
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Definition
| a joint venture is an arrangement in which two or more business entities combine their resources to pursue a single project or transaction. |
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Term
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Definition
| A strategic alliance is an arrangement between two or more companies in the same industry whereby they agree to ally themselves to accomplish a designated objective. |
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Term
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Definition
| A fiduciary relationship that results from the manifestation of consent by one person to act on behalf of another person with that person's consent |
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Term
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Definition
| A principal is a party who employs another person to act on his or her behalf |
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Term
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Definition
| an agent is a party who agrees to act on behalf of another person |
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Term
| Employer-employee relationship |
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Definition
| In this type of relationship, an employer hires an employee to perform some form of physical service. An employee is not an agent unless the principal authorizes him or her to enter into contracts on the principal's behalf. |
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Term
| Principal Agent Relationship |
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Definition
| In this type of relationship, an employer hires an employee and authorizes the employee to enter into contracts on the employer's behalf. |
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Term
| Principal-Independent Contractor Relatinship |
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Definition
| In this type of relationship, the principal employs a person who is not an employee of the principal. The independent contractor has authority only to enter into contracts authorized by the principal. |
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Term
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Definition
| In this type of relationship, the principal and agent expressly agree in words to enter into an agency agreement. The agency contract may be oral or written, unless the statute of frauds requires it to be in writing |
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Term
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Definition
| In this type of relationship, an agency is implied (inferred) from the conduct of the parties. |
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Term
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Definition
| In this type of relationship, a principal creates the appearance of an agency that in actuality does not exist. |
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Term
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Definition
| In this type of relationship, a person misrepresents him or herself as another's agent when he or she is not and the purported principal ratifies (accepts) the unauthorized act. |
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Term
| Principal's duty of compensation |
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Definition
| A principal must pay the agent agreed-upon compensation. If there is no agreement as to compensation, the principal must pay what is customary in the industry, or if there is no custom, then the reasonable value of the services. |
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Term
| Principal's duty of reimbursement and indemnification |
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Definition
| A principal must reimburse an agent for all expenses paid that were authorized by the principal, within the scope of the agency, and necessary to discharge the agent's duties. The principal must indemnify the agent for any losses suffered because of the principal's misconduct. |
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Term
| Principal's duty of cooperation |
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Definition
| A principal must cooperate with and assist an agent in the performance of the agent's duties and the accomplishment of the agency. |
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Term
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Definition
| Duty of compensation, reimbursement and indemnification, and cooperation |
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Term
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Definition
| performance, notification, accountability, and loyalty |
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Term
| Agent's duty of performance |
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Definition
| an agent owes a duty to perform the lawful duties expressed in the agency contract with reasonable care, skill and diligence |
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Term
| Agent's duty of notification |
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Definition
| An agent owes a duty of notify the principal of any information he or she learns that is important to the agency. Information learned by the agent in the course of the agency is imputed by the principal |
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Term
| Agent's duty of accountability |
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Definition
| An agent must maintain an accurate accounting of all transactions undertaken on the principal's behalf. A principal may demand an accounting from the agent at any time. |
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Term
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Definition
| an agent owes a duty not to act adversely to the interests of the principal. The most common breaches of loyalty are: self-dealing, usurping an opportunity, competing with principal, misuse of confidential information, or dual agency. |
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Term
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Definition
| In this type of agency, the third party entering into the contract knows that the agent is acting for a principal and knows the identity of the principal. The principal is liable on the contract; the agent is not liable on the contract. |
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Term
| Partially disclosed agency |
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Definition
| In this type of agency, the third party knows that the agent is acting for a principal but does now know the identity of the principal. Both the principal and the agent are liable on the contract. |
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Term
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Definition
| In this type of agency, the third part does not know that the agent is acting for a principal. Both the principal and the agent are liable on the contract. |
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Term
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Definition
| a principal is generally relieved of liability if an agent's negligent act occureed on a substantial frolic and detour from the scope of employement |
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Term
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Definition
| A principal is not liable if an agent's tortious conduct occurred while on the way to or from work |
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Term
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Definition
| if an agent is acting on his or her own behalf of the principal, both the principal and agent are generally liable for the agent's tortious conduct. |
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Term
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Definition
| The principal is liable if an agent's intentional tort was committed to promote the principal business. |
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Term
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Definition
| The principal is liable if an agent's intentional tort was committed within a work-related time or space. |
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Term
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Definition
| a principal is liable for intentional and innocent misrepresentation made by an agent acting within the scope of his or her employment |
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Term
| What acts of a party terminates agency contracts? |
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Definition
| Mutual agreement, lapse of time, purpose achieved, occurrence of a specified event. |
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Term
| Termination of an Agency by operation of law |
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Definition
| death, insanity, bankruptcy, impossibility, changed circumstances, war |
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Term
| Workers' compensation insurance |
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Definition
| most states require employers to carry private or government sponsored compensation benefits. Some states permit employers to self-insure. |
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Term
| Employment-Related Injury |
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Definition
| The be compensable under workers' compensation, a claimant must prove that his or her injury arose out of and in the course of his or her employment. |
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Term
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Definition
| Workers' compensation is an exclusive remedy. Thus, workers cannot sue their employer to recover damages for job-related injuries. |
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Term
| Exceptions to the exclusive-remedy rule |
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Definition
| Workers may recover damages from their employers for job-related injuries if the employer does not provide workers' compensation, or intentionally causes worker's injuries. |
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Term
| Lawsuits against third parties in workers' compensation suit |
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Definition
| Workers' compensation acts do not bar injured workers from suing responsible third parties to recover damages. (eg the manufacturer of a defective machine that causes a workers injury) |
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Term
| Occupational Safety and Health Administration (OHSA) |
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Definition
| This federal administrative agency administers and enforces the Occupational Safety and Health Act |
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Term
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Definition
| These are OSHA safety standards for specific equipment (eg lathe) or a specific industry (eg mining) |
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Term
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Definition
| These OHSA standards impose a general duty on employers to provide safe working conditions. |
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Term
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Definition
| The FLSA protects workers by preventing child labor, and requiring a minimum wage and overtime pay requirement. |
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Term
| Family and Medical Leave act |
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Definition
| This federal statute guarantees covered workers unpaid time off from work for the birth or adoption of a child, serious health problems of the worker, and serious health problems of a spouse, child, or parent |
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Term
| Consolidated Omnibus Budget Reconciliation Act (COBRA) |
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Definition
| This federal statute requires an employer to offer an employee or the employee's beneficiaries the opportunity to continue health benefits (upon payment of the premium) after termination of employment due to dismissal or death. |
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Term
| Employee Retirement Income Security Act (ERISA) |
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Definition
| This federal statute governs the establishment and administration of private pension programs to prevent fraud and other abuses. |
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Term
| Immigration Reform and Control Act (IRCA) |
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Definition
| This federal statute prohibits employers from employing illegal immigrants. Employers must require workers to prove that they are US Citizens or have proper work visas to work in this country |
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Term
| Unemployment Compensation |
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Definition
| This state and federal program pays compensation to unemployed persons who meet certain qualifying standards. Employers are required to pay unemployment compensation payments to the government to fund the program. |
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Term
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Definition
| This federal government program provides limited retirement, disability, and medical and hospitalization to covered employees and their dependents. Employers and employees pay taxes to fund the program. |
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Term
| Equal Employment Opportunity Commission (EEOC) |
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Definition
| The EEOC is a federal administrative agency responsible for administering, interpreting, and enforcing most federal equal employment opportunity (antidiscrimination) laws |
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Term
| Title VII of the civil rights act of 1964 |
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Definition
| This federal statute prohibits job discrimination based on (1) race, (2) color, (3) religion, (4) sex, or (5) national origin of the job applicant |
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Term
| Employers subject to Title VII |
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Definition
| Employers with 15 or more employees for at least 20 weeks in the current and preceding year, all employment agencies, labor unions with 15 or more members, state and local governments, and more federal agencies are subject to Title VII |
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Term
| Employment decisions subject to Title VII |
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Definition
| Decisions regarding hiring; promoting; demotion; payment of salaries, wages and fringe benefits; job training and apprenticeships; work rules; or any other "term, condition, or privilege of employment" are subject to Title VII |
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Term
| Disparate-treatment discrimination |
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Definition
| This type of discrimination occurs when an employer treats a specific individual less favorable that others becuase of that person's race, color, national origin, sex, or religion. To be successful, the complainant must prove that: a)he or she belongs to a protected class, b)he or she applied for and was qualified for the employment position, c) he or she was rejected despite these qualifications, d) the employer kept the position open and sought applications from persons with the complainant's qualifications. |
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Term
| Disparate-impact discrimination |
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Definition
| This type of discrimination occurs when an employer discriminates against an entire protected class. It may be proven by statistical data that demonstrate a causal link between challenged practice and the statistical imbalance. Neutral employment rules that have an adverse impact on a protected class constitute disparate-impact discrimination. |
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Term
| Procedure for Bringing a Title VII action |
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Definition
| 1) Complaint- a private complainant must file a complaint with the EEOC. The EEOC then has the opportunity to sue the employer on the complainant's behalf. 2) Right to Sue Letter - If the EEOC chooses not to bring suit, it will issue a right to sue letter that authorizes the complainant to sue the employer. |
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Term
| Remedies for violations of Title VII |
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Definition
| A successful plaintiff in a Title VII action can recover back pay, compensatory and punitive damages (subject to certain caps, based on the size of the defendant employer), reasonable attorney's fees, and equitable remedies such as reinstatement, fictional seniority, and injunctions. |
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Term
| Protected Classes Under Title VII |
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Definition
| Race, color, national origin, sex, religion. |
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Term
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Definition
| sexual harassment is lewd remarks, touching, intimidation, posting of pinups, and other verbal or physical conduct of a sexual nature that occurs on the job. Sexual harassment that creates a hostile work environment violates Title VII |
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Term
| Title VII: Religious Discrimination |
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Definition
| Religious discrimination is discrimination solely because of a person's religious beliefs or practices. An employer has a duty to reasonably accommodate an employee's religious beliefs if doing so does not cause undue hardship on the employer |
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Term
| Defenses to a Title VII Action |
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Definition
| Merit, Seniority, or bona fide occupational qualification (BFOQ) |
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Term
| Merit defense to a Title VII Action |
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Definition
| Merit includes job-related experience, education, and unbiased employment tests |
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Term
| Seniority defense to a Title VII Action |
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Definition
| Seniority is the length of time an employee has been employed by the employer. Intentional discrimination based on seniority is unlawful. |
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Term
| Bona fide occupational qualification (BFOQ) defense to a Title VII Action |
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Definition
| Employment discrimination based on sex, religion, or national origin or an applicant is permitted if it is a bona fide occupational qualification for the position. To be legal, a BFOQ must be job related and a business necessity. BFOQ exceptions are narrowly interpreted by the courts. |
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Term
| Section 1981 of the Civil Rights act of 1866 |
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Definition
| This federal statute, enacted after the Civil War, states that all persons "have the same right...to make and enforce contracts...as it is enjoyed by white persons." |
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Term
| Protected Class of section 1981 of the Civil Rights act of 1866 |
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Definition
| Section 1981 prohibits race and national origin discrimination concerning employment contracts. |
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Term
| Remedies of section 1981 of the Civil Rights act of 1866 |
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Definition
| A successful plaintiff can recover back pay, equitable remedies, compensatory and punitive damages, and reasonable attorney's fees. There are no monetary caps on compensatory and punitive damages. |
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Term
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Definition
| This federal statute forbids pay discrimination for the same job based on the sex on the employee performing the job. There cannot be pay disparity based on sex for jobs that require equal skill, equal effort, equal responsibility, and similar working conditions. |
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Term
| Criteria that justify a differential in wages |
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Definition
| seniority, merit, quantity or quality of work, any factor other than sex (eg night versus day shifts) |
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Term
| Age Discrimination in Employment Act |
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Definition
| This federal statute prohibits employment discrimination against applicants who are 40 years of age or older |
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Term
| Americans with Disabilities Act of 1990 |
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Definition
| This federal statute imposes obligations on employers and providers of public transportation, telecommunications, and public accommodations to accommodate individuals with disabilities. |
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Term
| Reasonable Accommodation according to the ADA |
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Definition
| Title I of the ADA required employers to make reasonable accommodations to accommodate employees with disabilities that do not cause undue hardship to the employee. |
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Term
| Qualified Individual with a Disability |
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Definition
| A qualified individual with a disability is a person who (1) has a physical or mental impairment that substantially limits one or more of his or her major life functions, (2) has a record of such impairment, or (3) is regarded as having such impairment. Recovering drug addicts and alcoholics are covered under the ADA, but current users are not. |
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