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Agency, Corporations, Partnership - Coggle Diagram
Agency
Torts
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3rd Party v. Principal
agent is employee
Respondeat superior: Doctrine imposes vicarious liability upon a principal for the torts of the agent.
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Corporations
Formation
Promoter liability: Person who causes a corporation to be formed, organized, and financed
Personally liable as the corporations agent on pre incorporation contracts entered on the corporations behalf
De Jure corporation: Organized in compliance with the statute but failed to comply with a statutory provision.
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Corporation by Estoppel
Creditor who has always dealt with the principals as if they were a corporation is estopped from later alleging that the corporation is defective
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Federal Securities Law
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Causes of action
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Against those who trade in the stock while under a duty of either to disclose or to abstain from trading until the inside information is disclosed
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Issuance of Stock
preemptive rights: rights of existing shareholders to acquire unissued shares in the corporation in proportion to their holdings
Dividends: a distribution by a corporation to its shareholders of cash or property of the corporation
Partnership
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Creation
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Limited Partnership
General partners: manage the business and are personally liable without limitation for partnership obligations
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