1. What body of law governs franchise relationships?
Franchises are governed by contract law, the Uniform Commercial Code (UCC) and Federal regulations (Clarkson, 2015, p. 321). A franchise is a contractual relationship between a franchisor (Principal) and a franchisee (Agent), in which the sale of goods and services are concerned (Vinson, 2015). Therefore, contract laws and UCC guidelines apply to franchise agreements. The FTC is responsible for enforcing Franchise Rules that regulate and protect the rights of potential franchisees (Vinson, 2015). The congress has also enacted specific laws that govern automobile and service station franchise industries. For instance, an automobile franchisor is who is making unreasonable demands and/or practicing
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is a New Orlean’s restaurant that is owned and operated by two brothers and shareholders Jimmy and Theodore. The Brennan brothers hired a lawyer to represent them in a dispute with another family member . The legal bills were sent to Brennan’s, Inc. and payments were made directly from the company’s checkbooks. In 2005, the Brennan’s filed a lawsuit against their law firm on the grounds of legal malpractice. The law firm then demanded the Brennan’s to pay their legal debts, but the court determined that the brothers cannot be held personally liable (Findlaw, 2013). The Law firm appealed the case and requested the court to pierce the corporate veil because Brennan’s, Inc. did not uphold proper corporate formalities and failed to pay their legal fees. Since the Brennan’s Inc. was a close corporation, the court could not find fault or discrepancies regarding fraud or failure to maintain corporate formalities (Findlaw. 2013). The law firm was aware of the fact that the Brennan’s maintained their own accounting records and that legal bills were to be sent to Brennan’s Inc. There was no evidence to prove that the Brennan brothers made a promise to be personally liable for their legal obligations (Findlaw, 2013). The law firm also agreed that, as a close corporation, the Brennan’s were not required to follow the corporate formalities of a larger corporation. Therefore, piercing the corporate veil could not be established since there was no proof of fraud or lack of …show more content…
This transformation process begins with an Initial Public Offering (IPO), which in most cases is a very difficult and intensive process (Phung, 2006b). An IPO is a formal, regulatory procedure that involves extensive documentation and is followed by a process of changes a company must go through in order to attain public status. The three phases include a pre-IPO transformation phase, an IPO transaction phase and a post-IPO transaction phase (Phung, 2006b). Running a publically-traded company is a completely different playing field which requires a company to restructure their management practices, organizational procedures and corporate governance (Clarkson, 770). Above all, shareholders must aim to maximize the company’s value by enhancing its growth strategy and projected profits in order to persuade investors to trade purchase shares. Completion of the pre-transformational phase will normally take about two years (Phung,
Andrea may decide not to inform the limited partners about the misrepresentation of Skyline Views’s financial statements; to avoid conflict, this decision permits Ed to deceive the company and limited partners. In addition, by deciding not to inform the limited partners of Ed’s deceit, Andrea would be disregarding the American Institute of Certified Public Accountants Code of Professional Conduct in her being unreliable, dishonest and deceitful. Andrea has the responsibility of protecting her client, which involves encouraging the correction of financial statements in order to prevent suspicion during audits that could lead to fines and imprisonment. Andrea’s second option is to inform the limited partners about how misrepresentations of Skyline Views’s financial statements are permitting Ed to claim a higher management fee; this decision will fulfill her due diligence obligation to the limited partners while maintaining her integrity as a certified public accountant in supporting the American Institute of Certified Public Accountants Code of Professional Conduct.
This case is based on Mrs. Jennifer Sharkey, who sued J.P. Morgan & Co. (JCMC), Mr. Kenny, Mr. Green, and Mrs. Lassiter, alleging breach of contract and violations of the SOX anti-retaliation statute. The facts started when Mrs. Sharkey was assigned to a Suspect Client 's account where members of JPMC expressed to her their concern regarding to this account because they suspected that the Suspect Client was involved in illegal activities. After Mrs. Sharkey’s investigation, she claimed that she informed her conclusions to superiors Mr. Kenny, Mr. Green, and Mrs. Lassiter, of the Suspect Client 's potential unlawful activities, such as: money laundering, mail fraud, bank engaged in fraud, and violations of federal securities laws. After
Leading Change was named the top management book of the year by Management General. There are three major sections in this book. The first section is ¡§the change of problem and its solution¡¨ ; which discusses why firms fail. The second one is ¡§the eight-stage process¡¨ that deals with methods of performing changes. Lastly, ¡§implications for the twenty-first century¡¨ is discussed as the conclusion. The eight stages of process are as followed: (1) Establishing a sense of urgency. (2) Creating the guiding coalition. (3) Developing a vision and a strategy. (4) Communicating the change of vision. (5) Empowering employees for broad-based action. (6) Generating short-term wins. (7) Consolidating gains and producing more changes. (8) Anchoring new approaches in the culture.
Marvin Pickering was a science high school teacher in Will County, Illinois. Pickering was dismissed from his job after he wrote a letter to the editor of the local paper, Lockport Harold. The letter was sarcastically criticizing the way his superintendent and school board raised and spent funds. The superintendent and school board took offense to the comments within the letter and dismissed Marvin Pickering from his teaching job.
I will be evaluating the case of Angela and Adam. Angela is a white 17 year old female and Adam is her son who is 11 months old (Broderick, P., & Blewitt, P., 2015). According to Broderick, P., & Blewitt, P., (2015) Angela and her baby live with her mother, Sarah, in a small rental house in a semirural community in the Midwest. Adam’s father, Wayne, is estranged from the family due to Sarah refusing to allow him in the house however, Angela continues to see him without her mother’s permission which is very upsetting for Sarah. Angela dropped out of high school and struggles raising her son (Broderick, P., & Blewitt, P., 2015). With all that is going on in Angela and Sarah’s life right now their relationship has become strained and hostile which
Andrews is a sensor manufacturer in the market. While the company has been unable to develop a straightforward competitive advantage over the course of the past three years, the competitive landscape of the market has become a significant source of concern for the company’s leadership. There are other companies out there who produce better products, or are able to compete strictly based on price cuts. It came to the CEO’s attention that there is an opportunity for Andrews to shift a large portion of its production to an offshore location. This decision will not only allow Andrews to reduce its labour and material costs, but will also allow for improved distribution practices.
Twomey, D. (2013). Anderson's Business Law and the Legal Environment, Comprehensive Volume [VitalSouce bookshelf version]. Retrieved from http://digitalbookshelf.southuniversity.edu/books/9781285696683/id/L35-1-7
The case of Burger King Corporation v. Rudzewicz, 471 U.S. 462, 105 S. Ct. 2174, 85 L. Ed. 2d 528 (1985) addressed the issue of personal jurisdiction and whether or not it violates the Due Process Clause of the Fourteenth Amendment. The plaintiff, Burger King, is a Florida corporation whose principal offices are located in Miami. The defendant, John Rudzewicz, was a resident of Michigan and a principal of a Michigan franchise. Rudzewicz, as a franchisee owner, had been given a license to use Burger King’s name and logo (trademarks) to operate a Burger King in Michigan. The contract between the franchisor and franchisee stated that the franchisor relationship (contract) is under the control of Florida. Other provisions of the contract include required monthly payments of fees and royalties to Miami headquarters, and all major decisions and problems had to be communicated with headquarters. In addition, the franchisee had to conduct business at a leased restaurant facility for 20 years. However, the defendant failed to fulfill franchisee obligations by not keeping up with his monthly payments of fees and royalties that he owed to Burger King in Florida. As a result, Burger King sued for a diversity suit against Rudzewicz in an effort to get back the money that they were owed. Burger King claimed a breach of contract, specifically the “Franchise Agreement”, between Burger King (the franchisor) and Rudzewicz (the franchisee). The case eventually made it all the way to the United States Supreme Court (Case Briefs).
This paper will be broken down into six sections profiling each critical part of implementing and managing change in an organization. The sections included are; outline for plan creating urgency, the approach to attracting a guiding team, a critique of the organizational profile, the components of change, and how to empower the organization.
In today’s ever changing world people must adapt to change. If an organization wants to be successful or remain successful they must embrace change. This book helps us identify why people succeed and or fail at large scale change. A lot of companies have a problem with integrating change, The Heart of Change, outlines ways a company can integrate change. The text book Ivanceich’s Organizational Behavior and Kotter and Cohen’s The Heart of Change outlines how change can be a good thing within an organization. The Heart of Change introduces its readers to eight steps the authors feel are important in introducing a large scale organizational change. Today’s organizations have to deal with leadership change, change in the economy,
Changing situations throughout the world affect all organizations in business today. Therefore, most organizations acknowledge the need to experience change and transformation in order to survive. The key challenges companies face are due to the advancements in technology, the social environment caused by globalization, the pace of competition, and the demands regarding customer expectations. It is difficult to overcome the obstacles involved with change despite all the articles, books, and publications devoted to the topic. People are naturally resistant to fundamental changes and often intimidated by the process; the old traditional patterns and methods are no longer effective.
Kotter, J. P. (2007). ‘Leading change: Why transformation efforts fail’. Harvard Business Review, January: 96-103.
The Principle of Separate Corporate Personality The principle of separate corporate personality has been firmly established in the common law since the decision in the case of Salomon v Salomon & Co Ltd[1], whereby a corporation has a separate legal personality, rights and obligations totally distinct from those of its shareholders. Legislation and courts nevertheless sometimes "pierce the corporate veil" so as to hold the shareholders personally liable for the liabilities of the corporation. Courts may also "lift the corporate veil", in the conflict of laws in order to determine who actually controls the corporation, and thus to ascertain the corporation's true contacts, and closest and most real connection. Throughout the course of this assignment I will begin by explaining the concept of legal personality and describe the veil of incorporation. I will give examples of when the veil of incorporation can be lifted by the courts and statuary provisions such as s.24 CA 1985 and incorporate the varying views of judges as to when the veil can be lifted.
The idea of change is the most constant factor in business today and organisational change therefore plays a crucial role in this highly dynamic environment. It is defined as a company that is going through a transformation and is in a progressive step towards improving their existing capabilities. Organisational change is important as managers need to continue to commit and deliver today but must also think of changes that lie ahead tomorrow. This is a difficult task because management systems are design, and people are rewarded for stability. These two main factors will be discussed with reasons as to why organisational change is necessary for survival, but on the other hand why it is difficult to accomplish.
The world is constantly changing in many different ways. Whether it is technological or cultural change is present and inevitable. Organizations are not exempt from change. As a matter of fact, organizations have to change with the world and society in order to be successful. Organizations have to constantly incorporate change in order to have a competitive advantage and satisfy their customers. Organizations use change in order to learn and grow. However, change is not something that can happen in an organization overnight. It has to be thought through and planned. The General Model of Planned Change focuses on what processes are used by the organization to implement change. In the General Model of Planned Change, four steps are used in order to complete the process of change. Entering and Contracting, Diagnosing, Planning and Implementing, and Evaluating and Institutionalizing are the four steps used in order to complete the process of change in an organization. The diagnostic process is one of the most important activities in OD(Cummings, 2009, p. 30).