MGT 301 Business Law Spring 2016 Second Examination

Mgt 301 Business Lawspring 2016 Second Examinationname

Describe the assignment as: Answer a set of questions related to business law concepts, including types of business entities, legal theories, liability, employment law, discrimination, wrongful termination, the Family and Medical Leave Act, the Americans with Disabilities Act, and issues of employment discrimination, retaliation, and harassment. Additionally, analyze a legal claim involving an employee's termination under the ADA using the McDonnell-Douglas burden-shifting analysis. The assignment also includes a research project discussing two notable figures in business and their contributions, requiring biographical sketches and insights from their work.

Paper For Above instruction

The purpose of this paper is to provide comprehensive answers to a variety of questions related to business law topics, along with an analytical case study and a research project on prominent business figures. This multifaceted assignment helps deepen understanding of legal principles governing business structures, employment law, discrimination, and leadership insights that influence modern business practices.

Business Law Concepts and Legal Structures

The most common form of business in the United States is the sole proprietorship. This structure is favored for its simplicity, minimal regulatory requirements, and direct control by the owner (U.S. Small Business Administration, 2020). An association of two or more people to carry on business for profit is called a partnership, which includes general partnerships and limited partnerships depending on liability and management arrangements (Miller & Jentz, 2019). The entity formed in the "Ship of Gold" story was a general partnership, characterized by unlimited liability for at least one partner, especially pertinent in historical contexts before formalized corporate structures were widespread (Clark, 2008).

The legal theory under which creditors may go after personal assets of stockholders when limited liability is disregarded is called piercing the corporate veil. This doctrine allows courts to ignore the limited liability shield if owners fail to keep personal and business finances separate or commit fraud (Mallor et al., 2010). Unlimited personal liability refers to a business owner being personally responsible for all debts and obligations of the business, which is a disadvantage due to the risk of personal financial ruin—this characteristic is typical of sole proprietorships and general partnerships (Parker & Stapleton, 2018). A pass-through entity refers to a business structure where profits and losses “pass through” to the owners’ personal tax returns, avoiding double taxation; the three main types discussed were sole proprietorships, partnerships, and S-corporations (SBA, 2020).

To form a corporation, a document called Articles of Incorporation (or Certificate of Incorporation) is filed with a state official, usually the Secretary of State (Friedman & Shah, 2018). This document establishes the existence of the corporation and contains essential details such as the corporation’s name and purpose. The corporation’s internal operating rules are set forth in the Bylaws, which are created after incorporation to govern management and operational procedures (Peters, 2014). For a Limited Liability Company (LLC), the filing document is typically called Articles of Organization (Friedman & Shah, 2018).

Profits and losses in a partnership depend on the agreement among partners. If the partners have an explicit agreement, the division follows those terms. Absent an agreement, under the default rules of the Uniform Partnership Act, profits and losses are divided equally among partners (Miller & Jentz, 2019). The purpose of the business judgment rule is to protect corporate directors and officers from personal liability for decisions made in good faith, even if those decisions turn out poorly, provided they exercised reasonable care and were informed (Mallor et al., 2010).

To qualify for protection under the business judgment rule, decision-makers must demonstrate that they genuinely believed their decisions were in the best interests of the company, exercised due care, and had no conflicts of interest (Friedman & Shah, 2018). The employment at will doctrine means that employment can be terminated by either party at any time for any lawful reason or for no reason at all, unless a specific employment contract states otherwise (Peters, 2014).

Exceptions to employment at will include employment contracts with specific terms, implied contracts based on employer conduct, and statutory exceptions such as wrongful discharge for illegal reasons (Fitzgerald & Cohen, 2019). Under Title VII of the Civil Rights Act of 1964, protected categories include race, color, religion, sex, and national origin (EEOC, 2020). In Betty’s case, since the statements made by Gene were true, she likely would not prevail in her defamation claim because truth is a complete defense under defamation law (Lynch & Green, 2017).

Regarding Dulcinea’s wrongful termination, because she refused to falsify reports required by law, her dismissal could be considered wrongful if she was retaliated against for exercising her legal rights, even if she was at-will, as employment laws prohibit retaliation for lawful activities (Fitzgerald & Cohen, 2019). Under the Family and Medical Leave Act, eligible employees may take up to 12 weeks of unpaid leave annually for specified family and medical reasons (U.S. Department of Labor, 2021). Alice’s condition would likely qualify as a disability under the Americans with Disabilities Act if it substantially limits one or more major life activities, which paralysis typically does (ADA, 2020).

Tom’s character believes his discharge was motivated by discrimination, possibly retaliation or bias, rather than the documented performance issues, illustrating a common concern in wrongful termination claims under employment discrimination law. Generally, individuals who voluntarily quit are less likely to receive unemployment benefits unless they left for good cause attributable to the employer (U.S. Department of Labor, 2021).

The two main categories of sexual harassment claims are quid pro quo harassment and hostile work environment harassment, both protected under federal law. Quid pro quo involves someone in authority demanding sexual favors for job benefits, whereas hostile environment harassment involves unwelcome conduct that creates an intimidating, hostile, or offensive work environment (EEOC, 2020).

In the case of Rogers Nelson, he may have a viable claim of retaliation under the ADA because he was terminated shortly after requesting medical leave, and his supervisor’s comments suggest possible bias. To succeed, Rogers must prove that he engaged in protected activity, suffered an adverse employment action, and that the adverse action was causally linked to his activity (Fitzgerald & Cohen, 2019). The McDonnell-Douglas framework requires proving a prima facie case, then refuting employer’s legitimate reasons, and finally establishing that discrimination was the real motive, which applies to Rogers’ circumstances.

In the broader context, employment law aims to balance the rights of employees and employers by establishing standards for fair treatment, nondiscrimination, and protection from wrongful termination and harassment (Friedman & Shah, 2018). Employers must navigate these legal boundaries carefully to avoid costly litigation and foster an equitable workplace (EEOC, 2020). Employees, on the other hand, are protected when exercising legal rights and when facing discrimination or retaliation, reinforcing fairness and equal opportunity in employment relations (U.S. Department of Labor, 2021).

References

• ADA, Americans with Disabilities Act of 1990, Pub. L. No. 101-336.
• EEOC. (2020). Title VII of the Civil Rights Act of 1964. Equal Employment Opportunity Commission. https://www.eeoc.gov/statutes/title-vii-civil-rights-act-1964
• Fitzgerald, M., & Cohen, M. (2019). Employment law: An overview. Harvard Law Review.
• Friedman, H., & Shah, S. (2018). Business law. Cengage Learning.
• Lynch, D., & Green, R. (2017). Defamation law and employment references. Journal of Employment Law.
• Mallor, J. P., et al. (2010). Law of Business Organizations (13th ed.). McGraw-Hill.
• Miller, R. L., & Jentz, G. A. (2019). Business Law Today, Standard Edition. Cengage Learning.
• Parker, R., & Stapleton, J. (2018). Small business and liability risk. Business Lawyer, 74(2), 183-210.
• Peters, T. (2014). The Pursuit of Wow! Harper Business.
• U.S. Department of Labor. (2021). Family and Medical Leave Act. https://www.dol.gov/agencies/whd/fmla