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BUSINESS LAW GLOSSARY |
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Glossary of Business
Law Terms
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Acquisition: The purchase of one
corporation by another, through either the purchase of its shares, or the
purchase of its assets.
Administrative Dissolution: The
involuntary dissolution of a corporation by the Secretary of State, or other
equivalent department, due to the failure of a corporation to meet statutory
requirements such as periodic filing and tax reporting requirements.
Advisory Board: A body that advises the
board of directors and management of a corporation but does not have authority
to vote on corporate matters.
Affidavit: A written statement under oath.
Age Discrimination in Employment Act: A
federal law that protects older employees from employment discrimination on the
basis of age.
Agent for Service of Process: The person
or entity that is authorized to receive legal papers on behalf of a corporation.
Agreement: Mutual assent between two or
more parties; normally leads to a contract; may be verbal or written.
Alter Ego Liability: Doctrine that
attaches liability to corporate shareholders in cases of commingling of assets
and failure to observe corporate formalities.
Alter Ego: Corporation used by an
individual to conduct personal business. It's illegal. In alter ego scenario,
individuals will be held liable to the corporation. See also piercing the
corporate veil.
Amendment of Articles of Incorporation:
The procedure by which one or more changes is made to a corporation's articles
of incorporation.
Americans with Disabilities Act: A federal
law that protects employees from discrimination on the basis of disability, and
imposes upon employers the requirement that they make "reasonable
accommodations" for their employees' disabilities.
Annual Meeting of Directors: A meeting
held each year to elect officers of a corporation, and to address other
corporate matters. Usually follows immediately after an Annual Meeting of
Shareholders.
Annual Meeting of Shareholders: A meeting
held each year to elect directors of a corporation, and to address other
corporate matters.
Annual Meeting: Yearly meeting of
shareholders in corporate law context for the purpose of electing shareholders.
Answer: Pleading filed by the defendant
that responds to a complaint, petition, or motion.
Appeal: A request to the higher court for
review of the lower court's decision and to request a reversal of the judgment.
Apportionment: The allocation of income
earned from activities in a particular state or assets present in a particular
state to determine the tax due in that state.
Arbitration: The procedure by which a
dispute may be resolved by a person who is not a judge. Arbitration is often
used to limit legal costs to both parties.
Arbritrator: A person who conducts an
arbitration.
Articles of Incorporation: The document
which gives birth to a corporation by filing in the state of incorporation.
Articles cover foundational matters such as the name of the corporation, the
shares it is authorized to issue, its corporate purpose, and its agent for
service of process.
Assumption of Risk: A doctrine that states
if the plaintiff has knowingly accepted the danger of doing something, recovery
from the defendant in an action brought for negligence will be barred.
At Will Employment: A type of employment
relationship in which there is no contractual agreement and either party may end
the employment relationship at any time, for any reason or for no reason at all,
without incurring a penalty.
Audit: An examination by a trained
accountant of the financial records of a business or governmental entity,
including noting improper or careless practices, recommendations for
improvements, and a balancing of the books.
Auditor: An accountant who conducts an
audit to verify the accuracy of the financial records and accounting practices
of a business or government. A proper audit will point out deficiencies in
accounting and other financial operations.
Authorized Capital: The total number of a
corporation's authorized shares multiplied by the share's par value. For
example, 1,000,000 authorized shares of stock with a one cent par value equals
an authorized capital of $10,000.
Authorized Shares: The number of shares of
a corporation's stock that the corporation has the authority to issue. The
authorized shares of a class of stocks is stated in a corporation's articles of
incorporation.
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Glossary.
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