Keenan and Riches’BUSINESS LAW

Contents

x

• Part legislation xliv


• INTRODUCTION TO LAW


• 1 The nature of law


• Learning objectives


• Classification of law


• The common law


• Equity


• Some basic principles of legal liability


• Law of property


• Self-test questions/activities


• Specimen examination questions


• Website references


• 2 Law making


• Learning objectives


• Causes of legal change


• Legal change and the changing world


• Law reform


• The sources of legal change


• Law-making processes


• Legislation


• Case law (judicial precedent)


• European Community law


• Human rights


• Self-test questions/activities


• Specimen examination questions


• Website references
  
  
  • 3 Resolving disputes
  
  
  • Learning objectives
  
  
  • Legal services
  
  
  • The legal profession
  
  
  • Other legal personnel
  
  
  • Other sources of information and advice
  
  
  • Methods of dispute settlement: the courts
  
  
  • Criminal courts
  
  
  • Civil courts
  
  
  • Other important courts
  
  
  • Tribunals
  
  
  • Alternative dispute resolution
  
  
  • Ombudsmen
  
  
  • Regulators
  
  
  • Self-test questions/activities
  
  
  • Specimen examination questions
  
  
  • Website references
  
  
  • Part
  
  
  • BUSINESS ORGANISATIONS
    
    
    • types of business organisation 4 Classification and survey of
    
    
    
    
  
  
  • Learning objectives
  
  
  • Classification of business organisations
  
  
  • Natural and juristic persons
    
    
    • advantages and disadvantages Survey of types of business organisation:
    
    
    
    
  
  
  • Commencement of business
  
  
  • Raising business finance – generally
  
  
  • Raising business finance – securities
  
  
  • Charges
  
  
  • Guarantees
  
  
  • Mortgages
  
  
  • Mortgages of personal property
  
  
  • Mortgages of choses in action
  
  
  • Liability of the proprietors
  
  
  • Continuity
    
    
    • undertaking Publicity and external control of the
    
    
    
    
  
  
  
  


• Taxation and national insurance


• Planning


• Self-test questions/activities


• Specimen examination questions


• Website references
  
  
  • sole traders and partnerships 5 Non-corporate organisations –
  
  
  
  


• Learning objectives


• The sole trader


• Formation of the business


• Dissolution


• Debt recovery


• Bankruptcy procedure – generally


• The petition
  
  
  • of Arrangement Act Schemes of arrangement under the Deeds
  
  
  • under the Insolvency Act The interim order and voluntary arrangement
  
  
  
  


• The effect of a bankruptcy order – generally


• Committee of creditors


• The public examination


• The family home


• Proof of debt


• Mutual dealings – set off


• Carrying on the business and disclaimer
  
  
  • preferences Transactions at an undervalue and
  
  
  • payments Payment of the creditors – preferential
  
  
  
  


• Protection of employees


• Trade creditors


• Deferred creditors


• Discharge of the bankrupt


• The ordinary partnership


• Definition and nature of a partnership
  
  
  • partnership The sharing of profits as evidence of
  
  
  
  


• Types of partners


• Membership of the firm


• The firm and the firm name
  
  
  • outsiders The relationship between partners and
  
  
  
  


• Partners’ powers


• Liability of incoming and outgoing partners
  
  
  • partnership Relationship of partners within the
  
  
  
  


• Dissolution
  
  
  • Ordinary limited partnerships
  
  
  • Limited liability partnerships
  
  
  • Reform: a partnership with legal personality
    
    
    • partnership deed Model form of ordinary (or unlimited)
    
    
    
    
  
  
  • Self-test questions/activities
  
  
  • Specimen examination questions
  
  
  • Website references
  
  
  • 6 Companies
  
  
  • Learning objectives
  
  
  • Types of registered companies
  
  
  • Public and private companies
  
  
  • Formation
  
  
  • Pre-incorporation contracts
  
  
  • The company’s constitution
  
  
  • Articles of association
  
  
  • Financing the company
  
  
  • The issue of shares and debentures
  
  
  • Procedures for issuing shares to the public
    
    
    • of admission to it Regulation of the securities market and
    
    
    
    
  
  
  • Offers of unlisted securities
  
  
  • The remedy of rescission
  
  
  • Membership
  
  
  • Meetings, resolutions and annual return
  
  
  • Protection of minority interests
  
  
  • Directors and secretary
  
  
  • Powers of directors
  
  
  • Duties of directors
  
  
  • Company insolvency and corporate rescue
  
  
  • Liquidation
    
    
    • procedures Alternatives to liquidation: company rescue
    
    
    
    
  
  
  • Administration
  
  
  • Self-test questions/activities
  
  
  • Specimen examination questions
  
  
  • Website references
  
  
  • Part
  
  
  • BUSINESS TRANSACTIONS
    
    
    • contract 7 Introduction to the law of
    
    
    
    
  
  
  • Learning objectives
  
  
  • Business contracting – generally
  
  
  • Nature of a contract
  
  
  • Types of contract
  
  
  
  


• Essentials of a valid contract Contents


• Agreement


• Consideration


• Privity of contract


• Intention


• Form


• Capacity


• Genuineness of consent


• Mistake


• Misrepresentation


• Duress and undue influence


• Legality


• Competition policy


• Discharge of contracts


• Remedies


• Limitation of actions


• Self-test questions/activities


• Specimen examination questions


• Website references


• 8 Types of business contract


• Learning objectives


• Contracts for the supply of goods


• Contracts of bailment


• Employment contracts


• Contracts of agency


• Contracts concerning land


• Contracts for financial services


• Standard form contracts


• Self-test questions/activities


• Specimen examination questions


• Website references


• 9 The terms of business contracts


• Learning objectives


• Certainty of terms


• Puffs, representations and terms


• Types of contractual terms


• Express and implied terms


• Exemption clauses


• Unfair Contract Terms Act
  
  
  • Regulations Unfair Terms in Consumer Contracts
  
  
  
  


• Reform


• Fair Trading Act


• Self-test questions/activities


• Specimen examination questions


• Website references
  
  
  • goods and services 10 Contracts for the supply of
  
  
  • Learning objectives
  
  
  • Sale of goods
  
  
  • Definition
  
  
  • Formation
  
  
  • The implied terms
  
  
  • Transfer of property in the goods
  
  
  • Sale by a person who is not the owner
  
  
  • Performance of the contract
  
  
  • Remedies
  
  
  • Supply of goods and services
    
    
    • of goods (Part I) Implied terms in contracts for the supply
    
    
    • of services (Part II) Implied terms in contracts for the supply
    
    
    
    
  
  
  • Manufacturer’s liability in contract
  
  
  • Reform and guarantees
  
  
  • Self-test questions/activities
  
  
  • Specimen examination questions
  
  
  • Website references
  
  
  • 11 Business and the law of tort
  
  
  • Learning objectives
  
  
  • Tortious liability
  
  
  • Basis of tortious liability
  
  
  • Proof of damage
  
  
  • Causation
  
  
  • Specific torts relevant to business
  
  
  • Defective goods
  
  
  • Defective services – generally
  
  
  • Lawyers
  
  
  • Accountants and auditors
  
  
  • Valuers and surveyors
  
  
  • Other torts relevant to business
  
  
  • Defences
  
  
  • Remedies
  
  
  • Limitation of actions
  
  
  • Self-test questions/activities
  
  
  • Specimen examination questions
  
  
  • Website references
  
  
  • 12 Criminal liability in business
  
  
  • Learning objectives
    
    
    • and services Criminal law and the supplier of goods
    
    
    
    
  
  
  • Unfair commercial practices
  
  
  • Product safety
  
  
  
  


• Safety and quality of food
  
  
  • goods and services Other criminal liability for the supply of
  
  
  
  


• Criminal liability – generally


• Other crimes relevant to business


• Stock exchange frauds


• Self-test questions/activities


• Specimen examination questions


• Website references


• 13 Credit


• Learning objectives


• Types of credit


• Consumer Credit Act


• Agreements covered by the Act


• Licensing of credit and hire businesses


• Seeking business


• Signing credit or hire agreements


• Cancellation


• Credit reference agencies


• Liability of the supplier and creditor


• Termination and default


• Self-test questions/activities


• Specimen examination questions


• Website references


• 14 Consumer protection


• Learning objectives


• Who is a consumer?


• Why do consumers need protection?


• Consumer protection institutions


• Different approaches to consumer protection
  
  
  • holidays Consumer protection case study – package
  
  
  
  


• Enforcing consumer rights


• Self-test questions/activities


• Specimen examination questions


• Website references


• Part


• BUSINESS RESOURCES


• 15 Business property


• Learning objectives


• Generally
  
  
  • Fixtures and fittings
  
  
  • The lease
  
  
  • Pure personalty and chattels real
    
    
    • and choses in action Pure personalty – choses in possession
    
    
    
    
  
  
  • Easements and profits
  
  
  • Securities
  
  
  • A licence
  
  
  • Access to land
  
  
  • Restrictive covenants
  
  
  • Legal estates in land
    
    
    • of land The rights and duties of an occupier
    
    
    
    
  
  
  • Intellectual property and its protection
  
  
  • Data protection
  
  
  • Computer misuse
  
  
  • Freedom of information
  
  
  • Self-test questions/activities
  
  
  • Specimen examination questions
  
  
  • Website references
  
  
  • 16 Employing labour
  
  
  • Learning objectives
  
  
  • Employer and employee
    
    
    • self-employment Independent contractors –
    
    
    
    
  
  
  • The contract of employment
    
    
    • situations The contract of employment: special
    
    
    • contract Rights and duties of the parties to the
    
    
    
    
  
  
  • Health and safety at work
  
  
  • Discrimination
  
  
  • Disability discrimination
  
  
  • Termination of the contract of employment
  
  
  • Discriminatory dismissal
  
  
  • Redundancy
    
    
    • contract of service Other methods of termination of the
    
    
    
    
  
  
  • Rights and remedies on dismissal
  
  
  • Self-test questions/activities
  
  
  • Specimen examination questions
  
  
  • Website references
  
  
  • Index