anything of 2 or
you want more
who has filed a
to do. All persons; no formsome
income is agreement protection for
BUSINESS ORGANIZATIONS BRIEFS AND PROBLEMS: WEEKS 7-13
Shlensky v. Wrigley
P: Minority stockholder in Chicago National League Ball Club
D: Corporation (Chicago Cubs), President Mr. Wrigley- hes the chairman on the board of direc
Week 5 Briefs and Problems
McQuade v. Stoneham
P = McQuade; Treasurer (at the time of the K, he was a city magistrate).
D = Stoneham (President) was owner of 1,306 shares of stock in NY Giants baseball team
FORMS OF BUSINESS ORGANIZATIONS
Limited Liability Company
Disregarded Entity: The
business and the owner
are one and the same.
This means that the
individual reports all
Business Organizations Final Review
Make sure that you look at the duties.
Restatement (Third) of Agency
This is the basic source of law. This is just a codifica
Business Organizations Week 3 Briefs and Problem
Page 109, Problem 1
If Roberts buys Propps partnership interest, will Roberts have a right to participate in
partnership decisions? What is the policy reason for this?
No. RUPA 502 states that the only inte
Biz Orgs Week 6 Briefs and Problems
Hollis v. Hill
Facts: Hill and Hollis owned a corporation, both 50/50. Hill was President and Hollis was Vice
President. Hill decided to cut costs, reduce Hollis salary to zero, close down an office, and fire
Business Organizations Week 1 Briefs and Problems
Page 4, Problem 1
What is the difference between a principle and an agent?
o Agent (AKA Servant) = This is the person who is employed by the
principle to perform service in his affairs whose physical cond
LITIGATION WHEN DIRECTORS AND OFFICERS BREACH THEIR DUTY OF LOYALTY (CONFLICT
What are the three most commonly litigated issues when directors and officers breach their
duty of loyalty?
If there is no Conflict of Interest, then you will not h
Business Organizations Briefs and Problems Week 2
Page 27, Problem 1
Page 83, Problem 1
Can a business be both a sole proprietorship and a partnership? Can I start a
partnership by myself?
o No. By definition a sole proprietorship is only one person a
Week 4 Briefs and Problems
Pages 6-15 and 145-198
A.P. Smith MFG. CO. v. Barlow
Facts: Plaintiff corporation, founded in 1896, had a history of donating minor sums of money to
various charities and institutions. In 1951 the c
Judicial Dissolution for Oppression
Pure equity. No statute.
Freezeout: A controlling shareholder had actual or
effective control over a corporation and
substantially frustrates the
Three Main Topics:
Various views of why and how Businesses Operate:
Milton Friedman = the motive/plan/direction of business should be to make profits. Purely economic.
Ben & Jerry
to have 1 GP
Business Organizations Outline
BUSINESS ORGANIZATIONS OUTLINE
WHY DOES SOMEONE OWN A BUSINESS OR AN INTEREST IN A BUSINESS?
A. The Epstein-Freer View and the Roberts-Shepherd View:
1. Epstein-Freer View: Most people own a business (o