• Write clearly and concisely.
• Use appropriate formatting choices for your answer.
o Consider: numbered or bulleted list.
o Table for comparative information.
o Sentences and paragraphs where appropriate.
• Use your judgment to present the information the most precisely.
• Watch your grammar and spelling.
• Marks will be deducted for numerous errors in grammar, spelling, punctuation, or other proofreading issues.
• The depth and effort put into your answer should reflect the number of marks given for the question.
Important note: Mastering case analysis is one of the important aspects of succeeding in this course. Read and reread and then follow the following information.
When answering cases and problems from the text:
• In some questions, you are asked to identify the Legal Issue(s), state the relevant legal rule(s) and apply them to the facts, and state a conclusion.
o Consult the “Case Analysis Flow Chart” and “How to Analyze Law Problems” in the Course Notes Topic 2 on Moodle for guidance on how to answer these types of questions.
o Rather than responding to the question at the end of the cases and problems in the text, aim to demonstrate your knowledge of the issue(s) and the applicable legal principles.
o Also, show your ability to present a rational discussion of how the law applies to the relevant facts. (You are not required to list the facts in a separate section titled Facts, but you are required to explain the facts and apply them to the relevant legal rules after you have stated the rule.)
o Remember that a definitive conclusion is not always possible; in many cases, different conclusions can be justified equally well (which is why some decisions are overturned on appeal).
• In other questions you are asked to answer a specific question(s).
o Write clearly and concisely, use complete sentences where appropriate, and (for longer answers) well-constructed paragraphs.
o Marks will be deducted for responses that are ineffective because of incorrect grammar, spelling, punctuation, or other errors in writing or proofreading.
OC BUAD 209 Professor: Doug Anderson
ASSIGNMENT 4 (Chapters 11 & 12) Marks ____/50
NOTE: Answer questions 1 through 20 in clear, communicative sentences in paragraph form:
Question 1 ( 2 marks)
Distinguish among a sole proprietorship, a partnership, and a corporation.
Question 2 ( 2 marks)
What two advantages and two disadvantages are associated with carrying on business as a partnership?
Question 3 ( 2 marks)
Distinguish between sharing profits and sharing revenues in relationship to determining whether or not a partnership exists.
Question 4 ( 2 marks)
Why must a person understand the law of agency in order to understand the law of partnership?
Question 5 ( 3 marks)
Explain three different ways or areas in which a person can become responsible for the wrongful acts of his or her partner and describe the limitations on this responsibility.
Question 6 ( 2 marks)
Partners have fiduciary obligations to each other. Explain what this means.
Question 7 ( 4 marks)
How is partnership property distributed (in what priority to creditors and partners) on the dissolution of a partnership? You must get the priority correct for full marks.
Question 8 ( 3 marks)
What are the main advantages of limited liability partnerships (LLP’s)? In light of this, what does the law require, in an attempt to protect those who suffer losses through the actions of a partner or an employee of a limited liability partnership?
Question 9 ( 2 marks)
What is meant by a corporation having a separate legal identity?
Question 10 ( 2 marks)
Explain how the limited liability of a shareholder can be lost.
Question 11 ( 3 marks)
What is meant by a “preferred” share? Contrast this with the normal “common” share.
Question 12 ( 1 marks)
Does a shareholder, whether preferred or common, have a right to a dividend? Explain.
Question 13 ( 5 marks)
Set out the nature of the duties owed by a director of a corporation. To whom are these duties owed? Who else in the corporate organization owes similar duties?
Question 14 ( 3 marks)
Distinguish between a derivative action, a dissent action and an oppression action, and explain when each would be appropriate.
Question 15 ( 2 marks)
Explain what is meant by a proxy and why proxies can be so important at a corporation’s annual general meeting.
Question 16 ( 3 marks)
Set out and explain at least three disadvantages associated with the corporate method of carrying on business.
Question 17 ( 2 marks)
Explain under what circumstances the court will “lift the corporate veil”?
Question 18 ( 2 marks)
Explain the purpose of a shareholder’s agreement and why it is important.
Question 19 ( 2 marks)
How can a corporation be terminated?
Question 20 ( 3 marks)
What legal recourse is available to a corporation when a director has acquired property for himself or herself when he or she was supposed to acquire it for the corporation, and who would bring the action to court?