Legal Environmental Business Questions

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Legal Environment of Business
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FINAL Exam
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Spring 2012
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Name: _Ahmet Emre Kuzudisli____

1. How long copyrights are valid?

The term of copyright for a particular work depends on several factors. Copyright protection may be affected if the copyright has been published, and, if so, the date of first publication. Generally, for works created after January 1, 1978, copyright protection lasts for the life of the author or copyright owner plus an additional 70 years. For example, if the author is now age 21 and lives 75 more years, copyright protection would last for 145 years.

2. Land Use Regulation: The government may take private property for public use

under the power of __________ eminent domain______.

3. Briefly describe the Securities Act of 1933 vs. the Securities Act of 1934.

The 1933 Act requires that, before offering or selling securities, the issuer must register the securities with the SEC, unless the securities qualify for an exemption. When an issuer registers securities, the SEC does not investigate the quality of the offering. Applies to initial issue of securities, including IPOs and sales of new securities by established companies. Includes issue of securities online. Purpose: require full and honest disclosure of information to investors & prohibits fraud in any securities transaction Securities Exchange Act of 1934

Secondary trading of those securities between persons (vs. original issuance for Act of 1933) Designed to prevent fraud in subsequent trading of securities.. Regulates securities exchanges, brokers, and dealers. Requires continuous reporting to investors and SEC.

4. Why is certificate of incorporation important?

The Certificate of Incorporation is a key document produced in connection with a venture capital portfolio investment. Among other things, the Corporation’s Certificate of Incorporation establishes the rights, preferences, privileges and restrictions of each class and series of the Corporation’s stock. That’s why it’s very important for all kinds of business.

5. Describe the relationship among Shareholder, Board director and Officer.

A corporation is governed by a board of individuals known as directors who are elected by the shareholders. Directors may directly manage the corporation’s affairs when the corporation is small, but when the corporation is large, directors primarily oversee the corporation’s affairs and delegate the management activities to corporate officers. Directors usually receive a salary for their work on the corporate board, and directors have a fiduciary duty to act in the best interests of the corporation. These fiduciary duties require the directors to act with care toward the corporation, to act with loyalty toward the corporation, and to act within the confines of the law. A director who breaches this fiduciary duty may be sued by the shareholders and held personally liable for damages to the corporation.

6. Fill out the blanks of following table on Authorized/Issued/Outstanding stock. Assume the article of incorporation...
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