This document discusses the legal relationships between principals and agents in contractual and tortious contexts. It covers several key topics:
1) Principals can be held liable for contractual obligations entered into by agents who had actual, apparent, or implied authority. Principals may also ratify unauthorized contracts.
2) In tort, principals are liable for their own acts and omissions as well as those of agents under the doctrine of respondeat superior for employee torts committed within the scope of employment.
3) Agents can be liable for their own torts but generally not for authorized actions taken on the principal's behalf. The document provides examples of when agents and principals may be directly or
Rights and duties of agent, Principal and Delegation of authorityRajaKrishnan M
This document discusses the rights and duties of agents and principals under Indian contract law, as well as the concept of delegation of authority. It outlines several key rights of agents, including the right to receive remuneration, retain property, claim compensation, and receive indemnity. It also describes several duties of agents, such as conducting business according to the principal's directions, using skill and diligence, rendering proper accounts, and communicating with the principal. The rights and duties of principals are also summarized, including the duty to indemnify agents and pay remuneration. Delegation of authority is defined as subdividing and allocating powers to subordinates to achieve effective results.
The document discusses various aspects related to accounts, audit, and auditors under the Companies Act 2013. Some key points include:
- Every company must prepare annual financial statements including a balance sheet, profit and loss statement, cash flow statement and notes. The accounts must give a true and fair view of the company's affairs.
- The board of directors is responsible for the preparation of financial statements and a Directors' Responsibility Statement.
- An auditor must be appointed to audit the accounts annually and certify if they give a true and fair view. Their duties and qualifications are also outlined.
- The board report attached to financial statements must include details like number of board meetings, related party transactions, CSR
Section 2(d) of the Indian Contract Act 1872 defines consideration as any act, abstinence, or promise by the promisee or any other person that is done, abstained from, or promised to be done at the desire of the promisor. Consideration can be in the past, present, or future. Under English law, consideration must move from the promisee for a contract to be enforceable, whereas Indian law does not require privity of consideration. A contract without consideration is void unless it is registered, involves natural love and affection between parties, or compensates a person for past voluntary acts or legally compulsory acts.
This document discusses insurable interest, which refers to an interest in an item or event that, if lost or damaged, would result in financial loss to the insured party. It provides definitions of insurable interest from various sources and outlines some key points:
- Insurable interest must exist at the time a policy is taken out for life and fire insurance, but only at the time of loss for marine insurance.
- Close relatives, owners, and those with contractual relationships like creditors/debtors typically have insurable interest in lives. Owners and those with pecuniary interests have insurable interest in property.
- Insurable interest prevents gambling by requiring the insured party to have actual risk of financial loss
This document discusses the concept of consideration in contract law. It defines consideration as "something in return" that has value in the eyes of the law. Consideration is essential to forming a valid, enforceable contract. There are several key elements for consideration: it must move from the promisee or another person at the request of the promisor; it can be past, present or future; it does not need to be adequate but must be real and lawful. Exceptions to the requirement of consideration include gifts, charity contributions, and contracts supported by natural love and affection if certain conditions are met.
1. Pakistan adopted the British Companies Act of 1913 after independence in 1947 and made some changes in 1972 that abolished the Managing Agency system. Further changes were made in 1984 under the Companies Ordinance 1984 initiated by General Zia-ul-Haq's government.
2. Companies in Pakistan can be incorporated as private limited companies, public limited companies, or companies limited by guarantee. They must submit documents like memorandums of association, articles of association, forms, and fees to the Registrar who will issue a certificate of incorporation if all requirements are met. Public companies must additionally obtain a certificate to commence business.
3. Contracts signed by promoters before a company is incorporated are not binding on the
Rights and duties of agent, Principal and Delegation of authorityRajaKrishnan M
This document discusses the rights and duties of agents and principals under Indian contract law, as well as the concept of delegation of authority. It outlines several key rights of agents, including the right to receive remuneration, retain property, claim compensation, and receive indemnity. It also describes several duties of agents, such as conducting business according to the principal's directions, using skill and diligence, rendering proper accounts, and communicating with the principal. The rights and duties of principals are also summarized, including the duty to indemnify agents and pay remuneration. Delegation of authority is defined as subdividing and allocating powers to subordinates to achieve effective results.
The document discusses various aspects related to accounts, audit, and auditors under the Companies Act 2013. Some key points include:
- Every company must prepare annual financial statements including a balance sheet, profit and loss statement, cash flow statement and notes. The accounts must give a true and fair view of the company's affairs.
- The board of directors is responsible for the preparation of financial statements and a Directors' Responsibility Statement.
- An auditor must be appointed to audit the accounts annually and certify if they give a true and fair view. Their duties and qualifications are also outlined.
- The board report attached to financial statements must include details like number of board meetings, related party transactions, CSR
Section 2(d) of the Indian Contract Act 1872 defines consideration as any act, abstinence, or promise by the promisee or any other person that is done, abstained from, or promised to be done at the desire of the promisor. Consideration can be in the past, present, or future. Under English law, consideration must move from the promisee for a contract to be enforceable, whereas Indian law does not require privity of consideration. A contract without consideration is void unless it is registered, involves natural love and affection between parties, or compensates a person for past voluntary acts or legally compulsory acts.
This document discusses insurable interest, which refers to an interest in an item or event that, if lost or damaged, would result in financial loss to the insured party. It provides definitions of insurable interest from various sources and outlines some key points:
- Insurable interest must exist at the time a policy is taken out for life and fire insurance, but only at the time of loss for marine insurance.
- Close relatives, owners, and those with contractual relationships like creditors/debtors typically have insurable interest in lives. Owners and those with pecuniary interests have insurable interest in property.
- Insurable interest prevents gambling by requiring the insured party to have actual risk of financial loss
This document discusses the concept of consideration in contract law. It defines consideration as "something in return" that has value in the eyes of the law. Consideration is essential to forming a valid, enforceable contract. There are several key elements for consideration: it must move from the promisee or another person at the request of the promisor; it can be past, present or future; it does not need to be adequate but must be real and lawful. Exceptions to the requirement of consideration include gifts, charity contributions, and contracts supported by natural love and affection if certain conditions are met.
1. Pakistan adopted the British Companies Act of 1913 after independence in 1947 and made some changes in 1972 that abolished the Managing Agency system. Further changes were made in 1984 under the Companies Ordinance 1984 initiated by General Zia-ul-Haq's government.
2. Companies in Pakistan can be incorporated as private limited companies, public limited companies, or companies limited by guarantee. They must submit documents like memorandums of association, articles of association, forms, and fees to the Registrar who will issue a certificate of incorporation if all requirements are met. Public companies must additionally obtain a certificate to commence business.
3. Contracts signed by promoters before a company is incorporated are not binding on the
The document discusses various types of contracts under Indian contract law including contingent contracts, quasi contracts, indemnity contracts, guarantee contracts, bailment contracts, pledge contracts, and agency contracts.
It provides definitions and examples for each type of contract. It explains key elements such as the parties involved, essential terms, creation and termination conditions. It also outlines the duties and rights of parties under different contracts. The document serves as a reference for understanding the nature and workings of various contracts governed by the Indian Contract Act, 1872.
This document compares and contrasts contracts of indemnity and guarantee. It notes that indemnity involves two parties, the indemnifier and indemnity holder, while guarantee involves three parties: the creditor, principal debtor, and surety. The liability of the indemnifier is primary, while the surety's liability is secondary and contingent on the principal debtor's default. Indemnity reimburses for losses, while guarantee ensures payment of a debt. The document outlines the key elements and examples of both contract types.
The document discusses the Indian Contract Act of 1872 and provides definitions and classifications of contracts. It defines a contract as an agreement that is enforceable by law. It outlines the essential elements for a valid contract, including offer, acceptance, lawful consideration and capacity. Contracts are classified based on their formation (express, implied, quasi), performance (executed, executory, partly executed) and enforceability (valid, void, voidable, illegal). Quasi-contracts are also discussed, which create obligations by operation of law rather than agreement. Various types of quasi-contracts are explained through examples.
This document provides an overview of key concepts relating to Indian partnership law under the Indian Partnership Act of 1932. It defines a partnership as a relation between people who agree to share profits from a business carried on by all or any of the partners. The essentials of a partnership are an agreement between two or more people to carry out a legal business and share profits. It also outlines types of partners, rights and duties of partners, liability of a firm for partner actions, and modes of dissolving a partnership through mutual agreement, notice, or court decree.
This document defines a contract and outlines key concepts in contract law including offer and acceptance, consideration, duties and enforcement, and defenses. It explains that a contract is a legally binding promise, and covers topics such as what constitutes a valid offer, how acceptance forms a contract, the need for consideration on both sides, the concept of substantial performance of duties, remedies for breach such as damages and specific performance, and defenses that can make a contract void like unconscionability, fraud, duress, and illegality.
Debts Recovery Tribunals and Appellate Tribunals(DRT & DART)Abinash Mandilwar
The document discusses the Debt Recovery Tribunal (DRT) process in India for recovering debts owed to banks and financial institutions. It provides details on the structure and jurisdiction of DRTs and Debt Recovery Appellate Tribunals (DRATs). The summary is:
[1] DRTs are special quasi-judicial forums established under the Recovery of Debts due to Banks and Financial Institution Act, 1993 to allow for the speedy recovery of loans owed to banks and financial institutions.
[2] The document outlines the procedures for banks to file recovery applications with the DRT, including prerequisites taken before filing and requirements for the application.
[3] It also describes the DRT procedures after an
Attestation under Transfer of Property Act, 1882.
Meaning, example, meaning under section 3 of transfer of property act, Essentials of a valid attestation, Attesting witness, registrar as attesting witness, mode of attestation, legal effect of attestation, party interested in the transaction.
The doctrine of indoor management says that an outsider contracting with a company can rely on the company's internal authorizations and actions being valid, even if they were not properly or duly authorized according to the company's internal documents. It protects outsiders from a company denying the authority of its own officials. The doctrine is based on the fact that outsiders do not have knowledge of a company's internal operations. Memorandums and articles of association are public documents that provide constructive notice of a company's contents to outsiders, who are presumed to have read and understood them.
This document discusses capital gains tax in India. It defines capital gains as profits arising from the transfer of a capital asset. It outlines the conditions for gains to be classified as capital gains, including that the asset must be transferred. It also defines short-term and long-term capital assets based on the holding period. Several exemptions are provided under sections 54, 54B, 54D, 54EC, 54F, and 54G if the capital gains are reinvested in specified assets within certain time periods.
This document discusses borrowing powers under company law. It notes that trading companies have an implied power to borrow, while non-trading companies must be expressly authorized to borrow in their memorandum and articles of association. It also discusses unauthorized or "ultra vires" borrowings, noting that borrowings beyond a company's authorized amount are void, though lenders may have remedies against directors or seek to recover funds. Examples of cases related to ultra vires borrowings are provided. Finally, it briefly outlines different types of borrowings and forms of security that can be provided for borrowings.
This document provides an overview of bailment under commercial law. It defines bailment as the delivery of goods by one person to another for a specific purpose, to be returned or disposed of according to the deliverer's instructions. The key parties are the bailor who delivers the goods and the bailee who receives them. For a valid bailment there must be delivery of possession of goods under an agreement for a particular purpose and return of the goods. The duties of bailors include disclosing faults, bearing extraordinary expenses, and indemnifying bailees for losses from defective title.
The document discusses the key aspects of company promotion and formation in India. It explains that promoters are responsible for conceptualizing the company and registering it with the appropriate documents. The promoters must decide whether to form a public or private company and prepare the Memorandum of Association (MoA) and Articles of Association (AoA) accordingly. The MoA outlines the company name, objectives, capital, while the AoA describes internal management rules. Promoters are responsible for filing these and other required documents to obtain a certificate of incorporation from the Registrar of Companies.
The document provides an overview of the Indian Contract Act of 1872. Some key points covered in the summary:
1) The Indian Contract Act lays down legal rules relating to promises, their formation, performance and enforcement. These rules apply not just to business agreements but all agreements.
2) For an agreement to constitute a valid contract under the Act, it requires an offer, acceptance of the offer, consideration and mutual consent between the parties.
3) The Act defines concepts such as proposal, acceptance, promise, consideration and agreement. It distinguishes between agreements in general and contracts, specifying that not all agreements result in enforceable contracts.
The document outlines the rights and liabilities of buyers and sellers before and after the completion of a property sale. It discusses key obligations such as the seller's duty to disclose defects, provide documents, and execute a proper conveyance. It also discusses the buyer's duty to pay the price and disclose facts affecting the property's value. After completion, the seller must give possession while the buyer bears losses and pays taxes/charges. The rights of each party are also described, such as the seller's right to rents before completion and charge for unpaid price after.
This document provides an overview of contract of agency. It defines an agent and principal and discusses the essentials of a valid agency contract. It covers topics such as creation of agency through express, implied or ratified agreements. It describes different types of agents and their duties and rights. It also discusses the relationship between the principal and third parties, delegation of authority, and termination of agency. The document was submitted by 5 students to their professor at K.K. Parekh Institute of Management Studies in Amreli.
This document discusses arbitration agreements. It defines an arbitration agreement as an agreement between parties to submit present or future disputes to arbitration. There are two basic types: clauses in contracts and separate submission agreements for disputes that have already arisen. The document outlines requirements for valid arbitration agreements under the Model Law and New York Convention. It also discusses the law applicable to arbitration agreements, the power of courts to refer parties to arbitration when an agreement exists, interim measures courts can order, and grounds for terminating an arbitration agreement.
This document summarizes the rights of a surety in a contract. It outlines three main rights: 1) Rights against the creditor, such as being eligible for any securities the creditor holds against the principal debtor; 2) Rights against the principal debtor, such as suing the debtor to recover amounts paid if the surety discharges the debt; 3) Rights against co-sureties, such as a right to contribution if a surety pays more than their share of the debt. An example is provided of co-sureties being equally liable to pay a debt of Rs. 30,000 where if one surety pays more than their share of Rs. 10,000, they can claim the excess from the other
Chapter 36 – Third-Party Relations of the Principal and the AgentUAF_BA330
This document discusses the legal principles governing the relationships between principals, agents, and third parties in both contract and tort law. It covers topics such as an agent's authority to bind a principal to contracts, a principal's liability for an agent's torts under respondeat superior or for misrepresentations, and exceptions where agents may be liable instead of or in addition to principals. It provides examples to illustrate these concepts and tests readers' understanding with multiple choice questions.
Chapter 37 – Introduction to Forms of Business and Formation of PartnershipsUAF_BA330
This document provides an overview of different forms of business including sole proprietorships, partnerships, corporations, and limited liability companies. It discusses key aspects of forming and operating a general partnership under the Revised Uniform Partnership Act, including how partnerships are created, partnership interests, and partnership property. Examples and cases are provided to illustrate partnership concepts.
The document discusses various types of contracts under Indian contract law including contingent contracts, quasi contracts, indemnity contracts, guarantee contracts, bailment contracts, pledge contracts, and agency contracts.
It provides definitions and examples for each type of contract. It explains key elements such as the parties involved, essential terms, creation and termination conditions. It also outlines the duties and rights of parties under different contracts. The document serves as a reference for understanding the nature and workings of various contracts governed by the Indian Contract Act, 1872.
This document compares and contrasts contracts of indemnity and guarantee. It notes that indemnity involves two parties, the indemnifier and indemnity holder, while guarantee involves three parties: the creditor, principal debtor, and surety. The liability of the indemnifier is primary, while the surety's liability is secondary and contingent on the principal debtor's default. Indemnity reimburses for losses, while guarantee ensures payment of a debt. The document outlines the key elements and examples of both contract types.
The document discusses the Indian Contract Act of 1872 and provides definitions and classifications of contracts. It defines a contract as an agreement that is enforceable by law. It outlines the essential elements for a valid contract, including offer, acceptance, lawful consideration and capacity. Contracts are classified based on their formation (express, implied, quasi), performance (executed, executory, partly executed) and enforceability (valid, void, voidable, illegal). Quasi-contracts are also discussed, which create obligations by operation of law rather than agreement. Various types of quasi-contracts are explained through examples.
This document provides an overview of key concepts relating to Indian partnership law under the Indian Partnership Act of 1932. It defines a partnership as a relation between people who agree to share profits from a business carried on by all or any of the partners. The essentials of a partnership are an agreement between two or more people to carry out a legal business and share profits. It also outlines types of partners, rights and duties of partners, liability of a firm for partner actions, and modes of dissolving a partnership through mutual agreement, notice, or court decree.
This document defines a contract and outlines key concepts in contract law including offer and acceptance, consideration, duties and enforcement, and defenses. It explains that a contract is a legally binding promise, and covers topics such as what constitutes a valid offer, how acceptance forms a contract, the need for consideration on both sides, the concept of substantial performance of duties, remedies for breach such as damages and specific performance, and defenses that can make a contract void like unconscionability, fraud, duress, and illegality.
Debts Recovery Tribunals and Appellate Tribunals(DRT & DART)Abinash Mandilwar
The document discusses the Debt Recovery Tribunal (DRT) process in India for recovering debts owed to banks and financial institutions. It provides details on the structure and jurisdiction of DRTs and Debt Recovery Appellate Tribunals (DRATs). The summary is:
[1] DRTs are special quasi-judicial forums established under the Recovery of Debts due to Banks and Financial Institution Act, 1993 to allow for the speedy recovery of loans owed to banks and financial institutions.
[2] The document outlines the procedures for banks to file recovery applications with the DRT, including prerequisites taken before filing and requirements for the application.
[3] It also describes the DRT procedures after an
Attestation under Transfer of Property Act, 1882.
Meaning, example, meaning under section 3 of transfer of property act, Essentials of a valid attestation, Attesting witness, registrar as attesting witness, mode of attestation, legal effect of attestation, party interested in the transaction.
The doctrine of indoor management says that an outsider contracting with a company can rely on the company's internal authorizations and actions being valid, even if they were not properly or duly authorized according to the company's internal documents. It protects outsiders from a company denying the authority of its own officials. The doctrine is based on the fact that outsiders do not have knowledge of a company's internal operations. Memorandums and articles of association are public documents that provide constructive notice of a company's contents to outsiders, who are presumed to have read and understood them.
This document discusses capital gains tax in India. It defines capital gains as profits arising from the transfer of a capital asset. It outlines the conditions for gains to be classified as capital gains, including that the asset must be transferred. It also defines short-term and long-term capital assets based on the holding period. Several exemptions are provided under sections 54, 54B, 54D, 54EC, 54F, and 54G if the capital gains are reinvested in specified assets within certain time periods.
This document discusses borrowing powers under company law. It notes that trading companies have an implied power to borrow, while non-trading companies must be expressly authorized to borrow in their memorandum and articles of association. It also discusses unauthorized or "ultra vires" borrowings, noting that borrowings beyond a company's authorized amount are void, though lenders may have remedies against directors or seek to recover funds. Examples of cases related to ultra vires borrowings are provided. Finally, it briefly outlines different types of borrowings and forms of security that can be provided for borrowings.
This document provides an overview of bailment under commercial law. It defines bailment as the delivery of goods by one person to another for a specific purpose, to be returned or disposed of according to the deliverer's instructions. The key parties are the bailor who delivers the goods and the bailee who receives them. For a valid bailment there must be delivery of possession of goods under an agreement for a particular purpose and return of the goods. The duties of bailors include disclosing faults, bearing extraordinary expenses, and indemnifying bailees for losses from defective title.
The document discusses the key aspects of company promotion and formation in India. It explains that promoters are responsible for conceptualizing the company and registering it with the appropriate documents. The promoters must decide whether to form a public or private company and prepare the Memorandum of Association (MoA) and Articles of Association (AoA) accordingly. The MoA outlines the company name, objectives, capital, while the AoA describes internal management rules. Promoters are responsible for filing these and other required documents to obtain a certificate of incorporation from the Registrar of Companies.
The document provides an overview of the Indian Contract Act of 1872. Some key points covered in the summary:
1) The Indian Contract Act lays down legal rules relating to promises, their formation, performance and enforcement. These rules apply not just to business agreements but all agreements.
2) For an agreement to constitute a valid contract under the Act, it requires an offer, acceptance of the offer, consideration and mutual consent between the parties.
3) The Act defines concepts such as proposal, acceptance, promise, consideration and agreement. It distinguishes between agreements in general and contracts, specifying that not all agreements result in enforceable contracts.
The document outlines the rights and liabilities of buyers and sellers before and after the completion of a property sale. It discusses key obligations such as the seller's duty to disclose defects, provide documents, and execute a proper conveyance. It also discusses the buyer's duty to pay the price and disclose facts affecting the property's value. After completion, the seller must give possession while the buyer bears losses and pays taxes/charges. The rights of each party are also described, such as the seller's right to rents before completion and charge for unpaid price after.
This document provides an overview of contract of agency. It defines an agent and principal and discusses the essentials of a valid agency contract. It covers topics such as creation of agency through express, implied or ratified agreements. It describes different types of agents and their duties and rights. It also discusses the relationship between the principal and third parties, delegation of authority, and termination of agency. The document was submitted by 5 students to their professor at K.K. Parekh Institute of Management Studies in Amreli.
This document discusses arbitration agreements. It defines an arbitration agreement as an agreement between parties to submit present or future disputes to arbitration. There are two basic types: clauses in contracts and separate submission agreements for disputes that have already arisen. The document outlines requirements for valid arbitration agreements under the Model Law and New York Convention. It also discusses the law applicable to arbitration agreements, the power of courts to refer parties to arbitration when an agreement exists, interim measures courts can order, and grounds for terminating an arbitration agreement.
This document summarizes the rights of a surety in a contract. It outlines three main rights: 1) Rights against the creditor, such as being eligible for any securities the creditor holds against the principal debtor; 2) Rights against the principal debtor, such as suing the debtor to recover amounts paid if the surety discharges the debt; 3) Rights against co-sureties, such as a right to contribution if a surety pays more than their share of the debt. An example is provided of co-sureties being equally liable to pay a debt of Rs. 30,000 where if one surety pays more than their share of Rs. 10,000, they can claim the excess from the other
Chapter 36 – Third-Party Relations of the Principal and the AgentUAF_BA330
This document discusses the legal principles governing the relationships between principals, agents, and third parties in both contract and tort law. It covers topics such as an agent's authority to bind a principal to contracts, a principal's liability for an agent's torts under respondeat superior or for misrepresentations, and exceptions where agents may be liable instead of or in addition to principals. It provides examples to illustrate these concepts and tests readers' understanding with multiple choice questions.
Chapter 37 – Introduction to Forms of Business and Formation of PartnershipsUAF_BA330
This document provides an overview of different forms of business including sole proprietorships, partnerships, corporations, and limited liability companies. It discusses key aspects of forming and operating a general partnership under the Revised Uniform Partnership Act, including how partnerships are created, partnership interests, and partnership property. Examples and cases are provided to illustrate partnership concepts.
This document discusses agency relationships and how they are formed, the duties of agents and principals, and how liability is determined. It defines the key differences between employees and independent contractors. An agency is formed by consent between a principal and agent and can be terminated by the acts of the parties or by operation of law. A principal is generally liable for authorized acts of an agent but not unauthorized acts. An employer may be liable for torts of an employee acting within the scope of employment.
Chapter 22 – Remedies for Breach of Sales ContractsUAF_BA330
This document discusses remedies for breach of sales contracts under the Uniform Commercial Code (UCC). [1] It covers agreed remedies like liquidated damages clauses and limitation of liability clauses. [2] It describes remedies available to injured sellers like canceling the contract, reselling goods, and recovering damages. [3] It also describes remedies for injured buyers such as cover and obtaining substitute goods, recovering damages based on market price differences, and specific performance for unique goods.
This document provides an overview of environmental law in the United States. It discusses the creation of the Environmental Protection Agency in 1970 to protect human health and the environment. It then summarizes several key federal environmental laws, including the Clean Air Act, Clean Water Act, Resource Conservation and Recovery Act, and Comprehensive Environmental Response, Compensation and Liability Act. It also discusses the role of state agencies in implementing federal environmental programs and regulating pollution at the state level.
Chapter 39 – Partners’ Dissociation and Partnerships’ Dissolution and Winding UpUAF_BA330
This document provides an overview of partnerships' dissociation and dissolution. It discusses how dissociation starts the process of dissolution and winding up the partnership. Dissociation can be wrongful or nonwrongful. When a partner dissociates, dissolution is not automatic and the partnership business may continue. The document outlines the winding up process, including distributing partnership assets according to capital accounts and terminating the partnership. It also discusses partners joining an existing partnership.
Chapter 38 – Operation of Partnerships and Related FormsUAF_BA330
The document discusses duties and liabilities of partners in partnerships. It notes that partners owe each other and the partnership the highest degree of loyalty and must act in good faith. Partners are not entitled to wages but share profits and losses. Management decisions generally require majority rule consent, and partners have authority to bind the partnership in ordinary business dealings but may limit authority through agreements. Partnerships and partners are liable for torts committed in the ordinary course of business but LLPs limit individual partner liability.
This chapter discusses the law of real property, including ownership and interests in land and other items attached to land. It covers different types of estates in land like fee simple and life estates. It also discusses how property is acquired through deeds and other methods. Government control of land use through eminent domain, zoning, and other laws is also summarized. Key cases like Kelo v. City of New London are briefly outlined.
Chapter 41 – History and Nature of CorporationsUAF_BA330
This document provides an overview of the history and nature of corporations in the United States. It discusses how corporations evolved from having limited powers under special charters to gaining more flexibility through enabling statutes. It also describes the key characteristics of corporations, different classes of corporations, and regulations governing for-profit and non-profit corporations operating domestically and abroad. The document concludes by outlining when a court may pierce the corporate veil to hold shareholders personally liable.
This document provides an overview of limited liability companies (LLCs), limited partnerships, and limited liability limited partnerships. It discusses how these business entities are formed, their tax treatment, ownership structure and rights, management, dissociation, and dissolution. The key points covered are that LLCs allow business owners to limit personal liability while being taxed like a partnership, limited partnerships have both general and limited partners with different liability and management rights, and limited liability limited partnerships limit liability for all partners.
Chapter 37 – Introduction to Forms of Business and Formation of PartnershipsUAF_BA330
The document provides an overview of different forms of business including sole proprietorships, partnerships, corporations, and limited liability companies. It discusses key characteristics of each form and how choosing an appropriate form depends on an owner's goals for control and liability. The document also covers topics related to partnerships specifically, including how partnerships are created, the concept of purported partners, and issues regarding partnership property ownership.
BUS 116 Chap029 personal property and bailmentsneogenesis6
This document provides an overview of personal property and bailments. It defines key terms like tangible and intangible personal property, different types of property ownership including tenancy in common and joint tenancy, and classifications of lost, misplaced and abandoned property. It also explains bailment law including the types of bailments and standards of care for bailees. Special bailments like those involving innkeepers, carriers, and warehouses are described along with their applicable duties and liabilities.
Personal property Law--Gifts and BailmentsMark Lushenko
The document discusses personal property law and different types of property agreements. It defines personal property as anything owned that is not real estate. It then discusses gifts, which require intent to give a gift, delivery to the recipient, and acceptance by the recipient. It also covers two types of bailment agreements - mutual benefit bailments where both parties benefit financially, and gratuitous bailments where one party receives the property without providing compensation. Bailments involve temporary possession of property but not a change in ownership.
The document discusses national lawmaking powers over U.S. trade. Congress has the power to regulate commerce under the Constitution, while the President handles day-to-day trade relations. Treaties require Senate approval, while executive agreements do not require congressional approval but have been used since the early days of the U.S. The Smoot-Hawley Tariff worsened the Great Depression but some argue it was not the sole cause. Reciprocal trade agreements lowered tariffs starting in the 1930s.
Chapter 39 – Partners’ Dissociation and Partnerships’ Dissolution and Winding UpUAF_BA330
This chapter discusses partnership dissolution, winding up, and changes in partnership structure. It defines dissociation as a partner leaving the partnership and outlines wrongful vs. nonwrongful dissociation. Dissolution begins the winding up process of selling assets and distributing proceeds. The document discusses partnership termination, continuing the business after dissociation, and buying out dissociated partners' shares. It also covers adding new partners and the case Warnick v. Warnick regarding dissociation and buyout remedies.
This document provides an overview of insurance law. It discusses how insurance policies work as contracts that transfer risk from an insured party to an insurer. It covers different types of insurance like property insurance, liability insurance, and workers' compensation. Key concepts explained include insurable interest, covered and excluded perils, proofs of loss, insurer obligations to defend and indemnify, and clauses like coinsurance and increase of hazard. Examples are provided to illustrate legal issues that can arise regarding insurance claims and policy interpretation.
Chapter 38 – Operation of Partnerships and Related FormsUAF_BA330
This document discusses partnership duties and liability. It covers key duties partners owe each other including loyalty and good faith. Partners generally cannot compete with the partnership without consent. The document also discusses liability of partners for torts and contracts committed by other partners, as well as how limited liability partnerships can reduce some personal liability for partners.
The document discusses the agency relationship between a principal and an agent. It covers topics such as:
1) The creation of an agency relationship can occur in various ways, such as through an oral or written agreement.
2) Agents have duties to their principals, such as a duty of loyalty and a duty to maintain confidential information. Principals also have duties to agents, such as compensating them.
3) An agency relationship can be terminated in different ways, including mutual agreement between the parties or if the purpose of the agency has been achieved.
This document discusses agency liability concepts including actual and apparent authority of agents, principal's liability for agent's actions, and employer liability for employee and independent contractor torts. It provides learning objectives and summarizes key principles such as an employer's vicarious liability for employee torts under respondeat superior, but generally not for independent contractor torts. Exceptions to liability rules for independent contractors and cases exploring scope of employment are also examined.
The document discusses various topics related to contracts of agency and guarantee. It defines an agent as a person employed to do acts for another or represent another in dealings with third parties. The key parties in a contract of agency are the principal and agent. It outlines the duties and rights of both the principal and agent. It also discusses special contracts, classification of agents, and the duties of the principal towards the agent and third parties. The document defines contracts of indemnity and guarantee and compares the differences between the two. It concludes with explanations of lien, lienholder, and the different types of liens.
Vicarious liability holds employers responsible for acts committed by employees. It is based on principles like "he who acts through another acts himself" and "let the principal be responsible for the acts of their agent." Vicarious liability arises from special relationships like employer-employee where the employee's tortious acts, committed in the course of employment, make the employer jointly and severally liable.
Are you concerned when asked “does your daily work ticket provide the right contractual risk transfer language?” The answer is often “yes” because to answer the question will probably cost you billable hours with an attorney. NBIS has successfully defended its clients in claim situations using contract language, even upper tier contracts & MSA’s. During this session, Mr. Smith and Mr. Silva will present basic protocols on why contractual risk transfer is so important and how to position your operation properly. You will learn how IRMI spreads the ‘Top Down Risk Transfer’ message to large construction companies and ways to defend your operation in the event of a claim. Lean on the team of experts from NBIS to ensure your daily work ticket leverages the most defensible terms available.
Speakers: Bill Smith, EVP Claims & Risk Management, NBIS (NationsBuilders Insurance Services, Inc.) Tyrone Silva, Risk Manager, NBIS (NationsBuilders Insurance Services, Inc.)
The document discusses the various ways an agency relationship can be terminated, including by agreement between the principal and agent, revocation by the principal or agent, completion of the business task, expiry of time as defined in the contract, death or insanity of the principal or agent, insolvency of the principal, destruction of the subject matter, the principal and agent becoming alien enemies due to a change in laws or circumstances, or a change in applicable laws. It also outlines the key rights and duties of both the principal and agent in an agency relationship.
The document summarizes sections 18-30 of the Indian Partnership Act of 1932 regarding the relationship between partners and third parties. Some key points include:
- A partner is an agent of the firm and can bind the firm through actions taken in the usual course of business (implied authority).
- Partners can extend or restrict each other's authority through agreements but third parties are only bound if they have notice of restrictions.
- All partners are jointly and severally liable for acts of the firm and wrongful acts of individual partners in the normal course of business.
- A firm can be held liable if a partner misapplies money or property received on behalf of the firm.
This document discusses five common insurance occupations:
1) Insurance agents connect insurance companies with consumers and can be general agents who bind contracts or special agents who solicit.
2) Insurance brokers, unlike agents, are not employed by insurers and instead find insurers for clients.
3) Loss adjusters investigate insurance claims by inspecting losses and determining claim values.
4) Underwriters review applications and decide whether to accept risks based on established criteria.
5) Actuaries compile statistics to set insurance rates, calculate dividends, and evaluate insurer finances.
T1, 2021 business law lecture week 6 - law of torts - negligence 2markmagner
The document discusses the legal concept of vicarious liability and negligent misstatements.
[1] Vicarious liability holds an employer liable for acts or omissions of their employees that were committed in the course of employment. There are two tests for determining an employer-employee relationship - the control test and integration test. Several cases are discussed that demonstrate when an employer will be held vicariously liable.
[2] Negligent misstatements occur when a party provides advice, information or an opinion to another party who reasonably relies on it, but the advice was given carelessly. The document outlines the tests for establishing a duty of care in cases of negligent misstatement and discusses several cases where parties were found liable for negligent
A surety bond is a three-party agreement between a contractor, an owner, and a surety company to ensure the contractor fulfills the terms of a construction contract. The surety company prequalifies contractors and guarantees their performance, while contractors must reimburse any losses incurred by the surety. If a contractor defaults, the surety investigates and may complete the project, arrange for a replacement, or pay the bond amount. Subcontractors benefit from payment bonds which allow direct claims against the surety if the contractor does not pay.
This document summarizes key concepts in agency law. It defines agency law as governing the relationship between agents and principals, where an agent acts on behalf of a principal to negotiate contracts with third parties. It describes the different types of agents, how agency relationships are created through agreement, ratification, estoppel or necessity, the duties and liabilities of agents, and how agency relationships can be terminated by consent, revocation, completion or by operation of law such as death.
The document summarizes key aspects of agency law, including:
1. It defines an agent and principal, and notes that an agency is the contract that creates their relationship.
2. It outlines essential elements of agency, including the need for agreement and the agent acting in a representative capacity.
3. It describes different types of agents based on authority (general, special, universal) and work performed (mercantile, non-mercantile).
4. It discusses the duties of agents to principals and the rights of principals regarding agents.
The document provides a high-level overview of important agency law concepts in under 3 sentences.
There are three main types of contracts discussed in the document:
1. Contract of indemnity - This is a contract between two parties where one party promises to compensate the other for any losses.
2. Contract of guarantee - This involves three parties, where a surety guarantees to a creditor that a principal debtor will fulfill their obligations.
3. Pledge - This is a type of bailment contract where goods are delivered as security for a debt, with the pawnee retaining the goods until payment is made.
Vicarious liability holds one person liable for the wrongful acts of another in certain relationships. Common examples include:
1. The principal's liability for an agent's torts, based on the principle that the agent's acts are the acts of the principal.
2. Partners' joint and several liability for torts committed by other partners in the ordinary course of business.
3. A master's liability under the doctrine of respondeat superior for torts committed by servants in the course of their employment, provided the tort was committed and in the course of employment.
An agent is a person employed to act on behalf of another person called the principal. There are various ways an agency can be created, including express agreement, implied agreement, ratification, and by necessity. An agent has duties to conduct business with reasonable care and diligence according to the principal's instructions. An agent has rights like indemnification and retaining property until paid. A principal is bound by an agent's authorized acts but can also be liable for unauthorized acts under certain conditions. An agency terminates through completion, agreement, expiration, or other events.
The document discusses the key aspects of a contract of agency under Indian law. It defines principal and agent, and outlines their duties and rights. It explains the different ways an agency can be created and terminated. It also distinguishes between an agent and other related roles like servant, bailee, independent contractor, and sub-agent. Finally, it discusses when an agency becomes irrevocable, such as when the agent has an interest in the subject matter or has partially performed the agency.
The document discusses agency and insurance law under Indian contract law. It defines key terms like principal, agent, insurer, and insured. For agency, it covers creation of agency through express, implied, and ratification agreements. It discusses the duties of agents and circumstances for terminating agency. For insurance, it defines insurance as a risk-sharing contract between an insurer and insured where the insurer agrees to pay a sum or indemnify losses in exchange for a premium. It outlines characteristics of insurance contracts like utmost good faith and indemnity.
Similar to Chapter 36 – Third-Party Relations of the Principal and the Agent (20)
The document discusses environmental regulation and laws in the United States. It provides an overview of the Environmental Protection Agency (EPA) and the goals of major federal environmental laws, including the Clean Air Act, Clean Water Act, and hazardous waste laws. It also discusses key concepts like pollution, different sources of environmental law, and how states and tribes can enact their own regulations. Global climate change is mentioned as an issue that may impact businesses in the future.
The document provides an overview of key US employment laws. It discusses legislation protecting worker safety, health and well-being such as Workers' Compensation and OSHA. It also covers laws regulating wages and hours like the Fair Labor Standards Act, and those ensuring financial protections such as Social Security, unemployment compensation and ERISA. Finally, it addresses equal opportunity legislation including the Equal Pay Act, Title VII of the Civil Rights Act, and the role of the EEOC in enforcing anti-discrimination statutes.
Chapter 48 – The Federal Trade Commission Act and Consumer Protection LawsUAF_BA330
The document summarizes consumer protection laws enforced by the Federal Trade Commission (FTC). It describes the FTC's powers to create rules, conduct investigations of unfair/deceptive practices, and hold adjudicative proceedings. It also explains key laws like prohibiting deception/unfairness, regulating telemarketing, and requiring clear warranties. The FTC works to promote fair competition and protect consumers from unscrupulous businesses.
This document provides an overview of corporate governance and management. It discusses key topics such as:
1) The roles and responsibilities of shareholders, boards of directors, officers, and committees in managing corporations.
2) Legal doctrines governing corporate objectives and powers like ultra vires.
3) Fiduciary duties of directors and officers, and standards of review like the business judgment rule.
4) Issues related to mergers, acquisitions, conflicts of interest, and shareholder oppression.
Chapter 42 – Organization and Financial Structure of CorporationsUAF_BA330
The document discusses the legal process and requirements for incorporating a business, including preparing articles of incorporation, filing with the secretary of state, holding an organizational meeting, and various financing options through the sale of equity and debt securities. It also examines the duties of promoters and potential issues that can arise from defective incorporation.
Chapter 41 – History and Nature of CorporationsUAF_BA330
The document discusses the history and nature of corporations, including how corporations evolved from special charters granted by states to modern enabling statutes, and covers key topics such as classes of corporations, state and federal regulation of corporations, what constitutes "doing business" in a state, and piercing the corporate veil. It also provides examples, definitions, and a short quiz.
This document provides an overview of limited liability companies (LLCs), limited partnerships, and limited liability limited partnerships. It discusses the key attributes of each type of business entity including formation, management, taxation, liability of members/partners, duties, dissociation, dissolution and more. The document contains learning objectives, definitions, comparisons of the different entity types, and sample test questions to assess understanding.
This document provides an overview of agency relationships, including how they are created and terminated. It discusses the duties of agents to principals, such as the fiduciary duty of loyalty and maintaining confidentiality. It also covers types of authority agents may have, the difference between employees and independent contractors, and cases that illustrate key agency principles like the duty of loyalty. The document uses headings, examples, and legal reasoning to explain agency law concepts.
Chapter 34 – Checks and Electronic TransfersUAF_BA330
This document provides an overview of checks and electronic funds transfers. It discusses the relationship between depositors and banks, the bank's duties regarding payment and collection of checks, stop-payment orders, certified checks, cashier's checks, and issues related to forged, altered and stale checks. It also covers laws governing electronic funds transfers, check collection, funds availability, and wire transfers. Key points covered include a bank's liability for wrongful dishonor of checks and its right to charge properly payable checks, as well as obligations of both banks and customers regarding timely reporting of unauthorized transactions or errors.
This chapter discusses the liability of parties involved in negotiable instruments. It explains the differences between primary and secondary liability and outlines warranties made during the transfer and presentment of negotiable instruments. The chapter also discusses exceptions to normal liability rules, discharge of liability, and key court cases related to liability for negotiable instruments.
Chapter 32 – Negotiation and Holder in Due CourseUAF_BA330
This document provides a 3-page summary of key concepts related to negotiation and holders in due course of negotiable instruments. It begins by explaining the process of transferring negotiable instruments from one person to another, distinguishing between order paper and bearer paper. It then discusses the requirements for negotiation, types of endorsements, and effects of endorsement. The summary concludes by outlining the requirements to achieve holder in due course status and the rights and limitations of a holder in due course.
The document discusses negotiable instruments and commercial paper. It provides an overview of negotiable instruments, including different types like promissory notes, checks, and certificates of deposit. It also covers key concepts like negotiability, holders in due course, and the Uniform Commercial Code articles that govern commercial paper. Examples are provided of cases involving ambiguous terms in negotiable instruments.
The document discusses different types of bankruptcy proceedings including Chapter 7 liquidations, Chapter 11 reorganizations, and Chapters 12 and 13 for family farms and consumer debt adjustments. It explains the process for filing bankruptcy, the automatic stay of creditor actions, how claims are handled, trustee duties in distributing assets and developing reorganization plans, and issues around discharge of debts and dismissal for abuse. Key cases discussed include In re Rogers regarding homestead exemptions and In re Made In Detroit regarding plan feasibility for confirmation.
Chapter 28 – Introduction to Credit and Secured TransactionsUAF_BA330
This document provides an overview of secured and unsecured credit transactions. It defines secured credit as transactions where the creditor requires the debtor to convey a lien or security interest on their property to minimize the creditor's risk of loss. It differentiates suretyship from guaranty as security devices. It also describes various types of liens that can be placed on real and personal property to secure credit obligations.
The document provides an overview of key concepts in insurance law, including:
1) Insurance allows an insured to transfer risk to an insurer in exchange for premium payments.
2) An insurance policy must satisfy contract requirements and be interpreted based on an average person's understanding.
3) Coverage disputes may involve determining whether a covered or excluded peril was the proximate cause of a loss.
3) Insurers have duties to defend claims potentially within the policy's scope and indemnify insured for covered losses up to policy limits.
Chapter 21 – Performance of Sales ContractsUAF_BA330
The document summarizes key concepts related to performance of sales contracts under the Uniform Commercial Code (UCC). It discusses general rules like good faith, course of dealing, and trade usage. It also covers obligations of buyers and sellers regarding delivery, inspection, payment, acceptance, revocation, rejection, and assurance. Specific cases are referenced to illustrate concepts like revocation of acceptance, demand for assurances, and excuse of performance. Test questions assess understanding of delivery location, inspection expenses, and grounds for demanding assurances.
This document provides an overview of product liability law, including theories of liability such as express and implied warranties, negligence, and strict liability. It discusses key concepts like merchantability and fitness for a particular purpose under warranties. Case examples demonstrate how courts analyze issues like design defects, failure to warn, and damages in product liability claims. The goal of product liability law is to appropriately allocate responsibility and costs for injuries from defective products between manufacturers and consumers.
Chapter 19 – Formation of Terms of Sales ContractsUAF_BA330
Risk of loss passes to buyer when seller delivers goods to carrier under shipment contracts like FOB, FAS, CIF, and C&F. Destination contracts keep risk with seller until delivery. Parties are free to agree otherwise subject to good faith.
The document discusses performance and remedies for breach of contract. It covers key topics such as:
1) Strict performance requires full compliance with contract terms, while substantial performance allows for minor deviations.
2) Failure to perform obligations is a breach of contract, giving the non-breaching party rights to damages. Material breaches allow further legal remedies.
3) Anticipatory repudiation occurs when a party indicates unwillingness to perform before the time for performance. The non-repudiating party can withhold performance and sue for damages.
This chapter discusses the rights of third parties in contracts. It covers the concepts of assignment, where a right under a contract is transferred, and delegation, where a duty is appointed to another person. There are limitations on assignment and delegation if they violate public policy or a contract clause. The chapter also discusses third party beneficiaries, who can enforce a contract if they were intended to benefit from it, versus incidental beneficiaries who were unintended. It provides examples and case summaries to illustrate these concepts.
Confirmation of Payee (CoP) is a vital security measure adopted by financial institutions and payment service providers. Its core purpose is to confirm that the recipient’s name matches the information provided by the sender during a banking transaction, ensuring that funds are transferred to the correct payment account.
Confirmation of Payee was built to tackle the increasing numbers of APP Fraud and in the landscape of UK banking, the spectre of APP fraud looms large. In 2022, over £1.2 billion was stolen by fraudsters through authorised and unauthorised fraud, equivalent to more than £2,300 every minute. This statistic emphasises the urgent need for robust security measures like CoP. While over £1.2 billion was stolen through fraud in 2022, there was an eight per cent reduction compared to 2021 which highlights the positive outcomes obtained from the implementation of Confirmation of Payee. The number of fraud cases across the UK also decreased by four per cent to nearly three million cases during the same period; latest statistics from UK Finance.
In essence, Confirmation of Payee plays a pivotal role in digital banking, guaranteeing the flawless execution of banking transactions. It stands as a guardian against fraud and misallocation, demonstrating the commitment of financial institutions to safeguard their clients’ assets. The next time you engage in a banking transaction, remember the invaluable role of CoP in ensuring the security of your financial interests.
For more details, you can visit https://technoxander.com.
Discovering Delhi - India's Cultural Capital.pptxcosmo-soil
Delhi, the heartbeat of India, offers a rich blend of history, culture, and modernity. From iconic landmarks like the Red Fort to bustling commercial hubs and vibrant culinary scenes, Delhi's real estate landscape is dynamic and diverse. Discover the essence of India's capital, where tradition meets innovation.
Fabular Frames and the Four Ratio ProblemMajid Iqbal
Digital, interactive art showing the struggle of a society in providing for its present population while also saving planetary resources for future generations. Spread across several frames, the art is actually the rendering of real and speculative data. The stereographic projections change shape in response to prompts and provocations. Visitors interact with the model through speculative statements about how to increase savings across communities, regions, ecosystems and environments. Their fabulations combined with random noise, i.e. factors beyond control, have a dramatic effect on the societal transition. Things get better. Things get worse. The aim is to give visitors a new grasp and feel of the ongoing struggles in democracies around the world.
Stunning art in the small multiples format brings out the spatiotemporal nature of societal transitions, against backdrop issues such as energy, housing, waste, farmland and forest. In each frame we see hopeful and frightful interplays between spending and saving. Problems emerge when one of the two parts of the existential anaglyph rapidly shrinks like Arctic ice, as factors cross thresholds. Ecological wealth and intergenerational equity areFour at stake. Not enough spending could mean economic stress, social unrest and political conflict. Not enough saving and there will be climate breakdown and ‘bankruptcy’. So where does speculative design start and the gambling and betting end? Behind each fabular frame is a four ratio problem. Each ratio reflects the level of sacrifice and self-restraint a society is willing to accept, against promises of prosperity and freedom. Some values seem to stabilise a frame while others cause collapse. Get the ratios right and we can have it all. Get them wrong and things get more desperate.
Economic Risk Factor Update: June 2024 [SlideShare]Commonwealth
May’s reports showed signs of continued economic growth, said Sam Millette, director, fixed income, in his latest Economic Risk Factor Update.
For more market updates, subscribe to The Independent Market Observer at https://blog.commonwealth.com/independent-market-observer.
In World Expo 2010 Shanghai – the most visited Expo in the World History
https://www.britannica.com/event/Expo-Shanghai-2010
China’s official organizer of the Expo, CCPIT (China Council for the Promotion of International Trade https://en.ccpit.org/) has chosen Dr. Alyce Su as the Cover Person with Cover Story, in the Expo’s official magazine distributed throughout the Expo, showcasing China’s New Generation of Leaders to the World.
Budgeting as a Control Tool in Government Accounting in Nigeria
Being a Paper Presented at the Nigerian Maritime Administration and Safety Agency (NIMASA) Budget Office Staff at Sojourner Hotel, GRA, Ikeja Lagos on Saturday 8th June, 2024.
The Rise and Fall of Ponzi Schemes in America.pptxDiana Rose
Ponzi schemes, a notorious form of financial fraud, have plagued America’s investment landscape for decades. Named after Charles Ponzi, who orchestrated one of the most infamous schemes in the early 20th century, these fraudulent operations promise high returns with little or no risk, only to collapse and leave investors with significant losses. This article explores the nature of Ponzi schemes, notable cases in American history, their impact on victims, and measures to prevent falling prey to such scams.
Understanding Ponzi Schemes
A Ponzi scheme is an investment scam where returns are paid to earlier investors using the capital from newer investors, rather than from legitimate profit earned. The scheme relies on a constant influx of new investments to continue paying the promised returns. Eventually, when the flow of new money slows down or stops, the scheme collapses, leaving the majority of investors with substantial financial losses.
Historical Context: Charles Ponzi and His Legacy
Charles Ponzi is the namesake of this deceptive practice. In the 1920s, Ponzi promised investors in Boston a 50% return within 45 days or 100% return in 90 days through arbitrage of international reply coupons. Initially, he paid returns as promised, not from profits, but from the investments of new participants. When his scheme unraveled, it resulted in losses exceeding $20 million (equivalent to about $270 million today).
Notable American Ponzi Schemes
1. Bernie Madoff: Perhaps the most notorious Ponzi scheme in recent history, Bernie Madoff’s fraud involved $65 billion. Madoff, a well-respected figure in the financial industry, promised steady, high returns through a secretive investment strategy. His scheme lasted for decades before collapsing in 2008, devastating thousands of investors, including individuals, charities, and institutional clients.
2. Allen Stanford: Through his company, Stanford Financial Group, Allen Stanford orchestrated a $7 billion Ponzi scheme, luring investors with fraudulent certificates of deposit issued by his offshore bank. Stanford promised high returns and lavish lifestyle benefits to his investors, which ultimately led to a 110-year prison sentence for the financier in 2012.
3. Tom Petters: In a scheme that lasted more than a decade, Tom Petters ran a $3.65 billion Ponzi scheme, using his company, Petters Group Worldwide. He claimed to buy and sell consumer electronics, but in reality, he used new investments to pay off old debts and fund his extravagant lifestyle. Petters was convicted in 2009 and sentenced to 50 years in prison.
4. Eric Dalius and Saivian: Eric Dalius, a prominent figure behind Saivian, a cashback program promising high returns, is under scrutiny for allegedly orchestrating a Ponzi scheme. Saivian enticed investors with promises of up to 20% cash back on everyday purchases. However, investigations suggest that the returns were paid using new investments rather than legitimate profits. The collapse of Saivian l
An accounting information system (AIS) refers to tools and systems designed for the collection and display of accounting information so accountants and executives can make informed decisions.
Madhya Pradesh, the "Heart of India," boasts a rich tapestry of culture and heritage, from ancient dynasties to modern developments. Explore its land records, historical landmarks, and vibrant traditions. From agricultural expanses to urban growth, Madhya Pradesh offers a unique blend of the ancient and modern.
Dr. Alyce Su Cover Story - China's Investment Leadermsthrill
In World Expo 2010 Shanghai – the most visited Expo in the World History
https://www.britannica.com/event/Expo-Shanghai-2010
China’s official organizer of the Expo, CCPIT (China Council for the Promotion of International Trade https://en.ccpit.org/) has chosen Dr. Alyce Su as the Cover Person with Cover Story, in the Expo’s official magazine distributed throughout the Expo, showcasing China’s New Generation of Leaders to the World.
3. Learning Objectives
v Contract liability of the principal
v Contract liability of the agent
v Contract suits against principal and
agent
v Tort liability of the principal
v Tort liability of the agent
v Tort suits against principal and agent
36 - 3
4. Overview
v A principal bears tort
and contract liability for
their own acts or
omissions
v A principal controls an
agent, thus principal is
liable for agent’s acts
or omissions
If your computer fails, would you
sue the company or the inspector
who missed the problem?
36 - 4
5. Contract Liability
v Generally, a principal is liable on a contract
made by the agent if the agent had express,
implied, or apparent authority to make the
contract
v Even if the agent lacks authority to contract,
a principal may become bound to contract
obligations by ratifying a contract made by
an unauthorized agent
36 - 5
6. Actual v. Apparent Authority
v An agent’s actual authority may be express
(by words) or implied (by conduct)
v Apparent authority arises if communications
by principal to third party creates reasonable
appearance of authority in the agent
v See Opp v. Wheaton Van Lines, Inc.:
w Plaintiffsued Wheaton for damages and the
company alleged her ex-husband had actual
or apparent authority to limit coverage
36 - 6
7. Implied Warranty of Authority
v If agent contracts for an existing, competent
principal but lacks authority, principal is not
bound, but it’s unfair to third party
v Thus, agent bound on the theory of an
implied warranty of authority to contract
v See Reed v. National Foundation Life
Insurance Co. in which plaintiff alleged an
insurance agent bound the insurance
company under the implied warranty of
authority
36 - 7
8. Ratification
v In ratification, a principal becomes obligated
for an unauthorized act done by an agent or
person posing as an agent
w Act in question usually is contract creation
v Ratification relates back to contract creation
and binds principal as if agent had authority
v May be express or implied
v Basic contract law applies
36 - 8
9. The Work Connection, Inc. v.
Universal Forest Products, Inc.
v Facts:
w Universal hired a temporary employee from
Connection, a temporary employment agency
w Universal routinely completed Connection’s work
verification forms containing language by which
employer (Universal) agrees to indemnify
Connection for employee injuries
w Injured employee was covered by Connection’s
workers’ compensation insurance, but Universal
refused to indemnify (pay) Connection
36 - 9
10. The Work Connection, Inc. v.
Universal Forest Products, Inc.
v Legal Reasoning and Holding:
w Trial court granted Universal’s motion for
summary judgment and Connection appealed
w Issue: whether Universal ratified the indemnity
clause by accepting the benefits of employment
contract for employee’s labor
w Ratification does not occur if the principal – as in
this case – is ignorant of material facts, such as
time cards with a commitment to indemnify
w Judgment for Universal affirmed
36 - 10
11. Contract Liability of Agent
v An agent’s liability for a contract depends on
the nature of the principle:
w An agent who represents a disclosed principal is
not liable on contracts made for the principal
w Agents are liable on contracts made for a partially
disclosed principal unless parties agree otherwise
w An agent is liable to third parties on contracts
made for an undisclosed principal
w See Treadwell v. J.D. Construction Co.
36 - 11
12. Principal’s Tort Liability
v A principal may be liable for
a tort in four circumstances:
w Direct liability for torts
w Respondeat superior
w Independent contractor
activities
w Misrepresentation
36 - 12
13. Direct Liability
v A principal may incur direct liability for an
agent’s torts because the principal is at fault
and liability need not be imputed
w Example: sales agent merely applied the
dealership’s deceptive sales policies
36 - 13
14. Respondeat Superior
v Under the doctrine of respondeat superior
(let the master answer), a principal who is
an employer is liable for torts committed by
agents (1) who are employees and (2) who
commit the tort while acting within the
scope of their employment
w Principal liable for employee’s negligent
and intentional torts
36 - 14
15. Respondeat Superior
v Respondeat superior is a rule of imputed or
vicarious liability because it bases an
employer’s liability on the relationship with
the employee
Millan v. Dean Witter
Reynolds, Inc.
discusses direct liability
and respondeat
superior in a brokerage
house.
36 - 15
16. Scope of Employment
v Generally an employee’s conduct is within
the scope of employment if the conduct
meets each of four tests:
w Conduct was of the kind that the employee was
employed to perform
w Conduct occurred substantially within the
authorized time period
w Conduct occurred substantially within the
location authorized by the employer
w Conduct was motivated at least in part by the
purpose of serving the employer
36 - 16
17. Liability for Torts of
Independent Contractors
v Since a principal does not control the work
of an independent contractor, a principal is
not liable for an independent contractor’s
torts except:
w A principal may be directly liable for
negligent retention of an independent
contractor (e.g., hiring a dangerously
incompetent independent contractor)
36 - 17
18. Liability for Torts of
Independent Contractors
v A principal is liable for
harm resulting from an
independent
contractor’s failure to
perform a nondelegable
duty
36 - 18
19. Liability for Torts of
Independent Contractors
v A principal is liable for an independent
contractor’s negligent failure to take special
precautions to conduct highly dangerous or
inherently dangerous activities
36 - 19
20. Liability for Misrepresentations
v Principal may be liable for agent’s false
statements directly (intentionally or
negligently) or vicariously (agent authorized
to make true statements on the subject)
v An exculpatory clause may negate tort
liability of principal
w Reed case example: “I further understand that
the agent has no authority to make any
representations about the conditions …[of] the
policy.”
36 - 20
21. Tort Liability of Agent
v Agents are liable for their torts except when:
w Agent exercises a privilege of the principal
(e.g., uses an easement)
w Agent takes privileged action to defend his
person or principal’s property
w Agent makes a false statement in conduct of
principal’s business but doesn’t know the
falsity of the statements
w Third parties are injured by defective tools or
instrumentalities furnished by the principal
36 - 21
22. Test Your Knowledge
v True=A, False = B
w An agent is always liable for his own torts.
w The doctrine of respondeat superior means
that a principal is liable for torts committed by
employees acting within the course and
scope of employment.
w If an agent contracts for a legally existing and
competent principal but lacks authority to
enter contracts, the principal is not bound.
36 - 22
23. Test Your Knowledge
v True=A, False = B
wA principal is never liable for an independent
contractor’s torts.
w Apparent authority arises if communications
by principal to third party creates reasonable
appearance of authority in the agent.
w If a principal fails to inform the agent about a
defect in the product, the principal will be
directly liable for an agent’s torts.
36 - 23
24. Test Your Knowledge
v Multiple Choice
w Carl owned a a pizza business and employed
Zip to deliver pizzas. Carl knew that Zip
occasionally drank beer while driving, but
didn’t fire Zip. Zip injured Dan while
delivering pizzas and driving drunk. Is Carl
liable to Dan for Zip’s conduct?
(a) No, only Zip is liable. Drunk driving was not
within the scope of employment
(b) Yes, since Carl knew about Zip’s drinking
and negligently retained Zip
36 - 24
25. Test Your Knowledge
v Multiple Choice
w Carl’s Pizza hired Miller to be general
manager. Miller hired Sam for pizza prep
work. In general, would Carl’s Pizza be
obligated to honor the contract with Sam?
(a) No; only the owner of Carl’s Pizza can hire
Sam, thus Sam’s contract is void
(b) Yes; Miller acted with implied authority since
he is general manager and Carl’s Pizza must
honor Sam’s employment contract
36 - 25
26. Thought Questions
v Do you think the doctrine of respondeat
superior is good policy? Why or why not?
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Editor's Notes
Court: “An agent’s authority may be either actual or apparent, and actual authority may be express or implied. Only the words or conduct of the alleged principal, not the alleged agent, establish the actual or apparent authority of an agent. We first note that Mr. Opp never received the express authority to represent Ms. Opp and to limit the carriers’ liability…. We next determine whether Mr. Opp had the implied authority to limit the carriers’ liability. An agent has implied authority for the performance or transaction of anything reasonably necessary to effective execution of his express authority. Restatement (Second) of Agency § 35. Thus we must determine whether it was reasonably necessary for Mr. Opp to sign the bill of lading in order to execute his express authority to open the door to give the movers access to Ms. Opp’s property…. We conclude that there is insufficient evidence to support a grant of summary judgment for the carriers on this issue. We must then consider whether Mr. Opp had the apparent authority to sign the bill of lading and limit the carriers’ liability. Under the doctrine of apparent authority, a principal will be bound not only by the authority that it actually gives to another, but also by the authority that it appears to give. Apparent authority arises when a principal creates, by its words or conduct, the reasonable impression in a third party that the agent has the authority to perform a certain act on its behalf…. material facts in the record also justify a reasonable inference that Mr. Opp did not have the apparent authority to limit the carriers’ liability. It is undisputed that Ms. Opp told Soraghan that she wanted the full replacement value…We conclude, therefore, that summary judgment is precluded because the record provides sufficient evidence to enable a reasonable jury to find that Mr. Opp lacked the apparent authority to limit the carriers’ liability. Judgment reversed in favor of Ms. Opp. Remanded to the district court.”
In this case, the insurance agent won because plaintiff Reed had signed documents acknowledging the agent’s lack of authority to bind the insurance company into a contract of insurance with applicant-plaintiff.
The Work Connection, Inc. (Connection) is a temporary employment agency that provides workers to customers for a fee. Olson, a sales representative for Connection, contacted Universal Forest Products, Inc. (Universal). Olson spoke with Ken Von Bank, Universal’s production manager who had direct supervisory authority over temporary workers. Universal hired some of Connection’s employees, including Wayne DeLage, to construct fence panels at its Shakopee plant. Olson gave Universal work verification forms that were used as employee timecards. Universal filled out and signed the forms, which contained the worker’s name, date, and hours worked. Submission of a completed, signed form was required for an employee to be paid, and Connection processed the forms through its payroll department. The work verification forms contained the following language: CUSTOMER AGREES TO THE TERMS AND CONDITIONS…3. CUSTOMER agrees to indemnify, hold harmless and defend THE WORK CONNECTION against claims, damages, or penalties under the following circumstances:…(b) From any claims for bodily injury (including death), or loss of, and loss of use of, or damage to, property arising out of the use of or operation of CUSTOMER’S owned, nonowned, or leased vehicles, machinery or equipment by THE WORK CONNECTION employees. The parties never discussed the language on the back of the work verification form. The parties’ oral agreement did not include a term that required Universal to provide workers’ compensation insurance for Connection’s employees. Nonetheless, Von Bank signed the verification forms for Universal from March 1995 through July 1995, when the office manager, Yvonne Kohout, took over signing duties. At some point, Universal ran out of original work verification forms. Kohout simply photocopied the front side of the form and, thereafter, submitted forms that were blank on the back. In August 1995, DeLage severed three of his fingers while operating a radial arm saw. DeLage received $75,000 in workers’ compensation benefits from Connection. Connection then asked Universal to indemnify it pursuant to the language on the back of the verification form. Universal refused to pay.
Connection sued Universal for breach of contract and the trial court granted Universal’s motion for a directed verdict. Connection appealed. The Minnesota Court of Appeals held that Von Bank and Kohout had no actual or apparent authority to bind Universal to the indemnification clause. The court then considered whether Universal had ratified the indemnification clause by accepting the benefits of the employment contract for DeLage’s labors. Appellate court: “Ratification does not occur if the principal is ignorant of material facts surrounding the transaction. Ratification by a party of another’s unauthorized acts occurs where the party with full knowledge of all material facts confirms, approves, or sanctions the other’s acts. Where a principal accepts and retains the benefits of an unauthorized act of an agent with full knowledge of all the facts he thereby ratifies the act. Here Universal lacked knowledge of a material fact: that the original timecards that Kohout signed contained language committing Universal to indemnify appellant for a workers’ compensation claim. Given that Universal lacked full information regarding Kohout’s actions, it did not ratify her conduct. Judgment for Universal affirmed.”
In Treadwell, the court found that an agent acted for an unidentified principal when he disclosed he was transacting for a corporation, but gave the wrong corporate name to the third party with whom he transacted.
The photo is of a carpenter, who is an employee (perhaps self-employed or for a subcontractor) and/or an independent contractor.
The photo is of stockbrokers working on a problem.
Would you mind if the firefighter (perhaps volunteer or an independent contractor) delegates firefighting to your neighbor?
Would you mind if the independent contractor hired to manage the nuclear facility forgot to take precautions in running the plant?
False. There are exceptions to the general rule. True. True. Thus, agent is bound on the theory of an implied warranty of authority to contract.
False. A principal may be liable for an independent contractors torts in certain circumstances. True. True. A principal may incur direct liability for an agent’s torts because the principal is at fault and liability need not be imputed.
The correct answer is (b). This question may require further discussion about negligent retention.
The correct answer is (b).
Opportunity to discuss policy and the law. Photo is of an assembly line.