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Corporate Law

LSP 250

Corporate Law

LSP 250

Course Description

Prerequisite: ENG 111 (or OAT 151) with a minimum grade of "C" , and enrollment in Legal Support Professional program or permission of instructor. Describes the nature of corporations, partnerships, and proprietorships with an emphasis on the corporate structure including formation and dissolution, amending Articles of Incorporation and by-laws, shareholders' and directors' meetings, corporate equity and debt securities, as well as employment and shareholders agreements. (30-0)

Outcomes and Objectives

Describe the characteristics of sole proprietorship.

Objectives:

  • Identify the essential elements for formation of sole proprietorship.
  • Describe tax liabilities of the sole proprietorship.
  • Describe the duties of the sole proprietorship.
  • Describe the liabilities of the sole proprietorship.
  • Identify the essential element for termination of sole properietorship.

Describe the characteristics of limited partnerships and limited liability companies.

Objectives:

  • Identify the essential elements for formation of limited partnership and limited liability companies.
  • Describe the tax liabilities of limited partnership and limited liability companies.
  • Describe the duties of the limited partnership and limited liability companies.
  • Describe the liabilities of the limited partnership and limited liability companies.
  • Identify the essential element for termination of limited partnership and limited liability companies.

Describe the procedure for corporate changes.

Objectives:

  • Demonstrate knowledge of the procedure for mergers.
  • Identify the requirements for a plan merger, director and shareholders approval, and filing requirements.
  • Demonstrate knowledge of the procedure for consolidation.
  • Identify the requirements for plan of consolidation.
  • Explain the effect of sale and purchase of assets.

Describe the requirements for corporate meetings.

Objectives:

  • Discuss when directors meetings are needed or required.
  • Discuss when shareholders meetings are needed or required.
  • Discuss how to organize a corporate minute book for corporate meetings.
  • Demonstrate knowledge of voting requirements.
  • Demonstrate understanding of voting rights of shareholders.

Describe the procedure for distributing corporate profits and dissolution of corporations.

Objectives:

  • Demonstrate knowledge of the procedure for the authorization and distribution of dividends.
  • Distinguish between cash, property, and share dividends.
  • Demonstrate an understanding of common stock and preferred stock.
  • Demonstrate knowledge of articles of dissolution.
  • Explain the difference between winding up and liquidating.
  • Identify the forms of involuntary dissolution.