Business Entities Essay

Ever since Angela has become the 100% owner of Wheeler she has concerns about some possible negative goodwill that Wheeler might have. She is also worried that the corporation might not be employing the best practice to dispose of hazardous waste; she fears that a personal liability might arise from that practice. Also, Angela does not like the idea of the Texas franchise tax that Wheeler is subject to. Because of the above concerns Angela is contemplating the idea of liquidating the corporation and reorganizing the business as a sole proprietorship.

The provision and use of personal protective equipment could include using gloves, glasses, earmuffs, aprons, safety footwear, dust masks.

20) With regard to consideration in a sales contract, the UCC differs from the common law in that

Write a 350- to 700-word paper discussing the business entity that represents the best choice for businesses

1. Give an example of a case that would fall under diversity jurisdiction. Explain all of the key elements of such a case.

Ever since Angela has become the 100% owner of Wheeler she has concerns about some possible negative goodwill that Wheeler might have. She is also worried that the corporation might not be employing the best practice to dispose of hazardous waste; she fears that a personal liability might arise from that practice. Similarly, Angela does not like the idea of the Texas franchise tax that Wheeler is subject to. Because of the above concerns Angela is contemplating the idea of liquidating the corporation and reorganizing the business as a sole proprietorship.

In Task 2, the owner is correct in his need to move away from a sole proprietorship and into an entity where his personal assets will be shielded in the event of a business failure. There seem to be three major ways to remove this liability, which include a C-Corp, S-Corp and LLC. For this situation, I would recommend an LLC for the business owner and will explain why it will benefit him in the issues of liability, continuity, income taxes, profit retention and control.

3. For a crime to be committed, the prosecutor must be able to prove a criminal intent and an overt act to carry out that intent. Jack and Mary agreed to rob a series of banks. Prior to beginning their bank robbery spree, they were arrested and charged with criminal conspiracy. What act did Jack and Mary do that justifies a finding that they committed the crime? Explain.

Normally, contracts are governed and enforced by the law in the state in which the agreement was made but depending on the subject matter of the agreement such as property lease and sales of goods thus a contract may be govern by either one or two types of state law, namely; The common Law and The Uniform Commercial Code (UCC).

The Uniform Commercial Code (UCC), in contrast, falls under civil law, “which is based on a rigid code of rules” (businessdictionary.com, 2013). It was established to create a uniform set of laws for business transactions, since common law can vary from state to state (Beatty, Samuelson, Bredeson, 2013). As far as contracts are concerned, Article 2 of the UCC is of most significance. This part of the code deals with the sale of goods. Goods are defined in terms of contracts as anything that is moveable, other than money, investment securities and certain legal rights (Beatty, Samuelson, Bredeson, 2013). Common law, on the other hand, is used for contracts involving the sale of services or anything else other than goods (Beatty, Samuelson, Bredeson, 2013).

All contracts are governed by the state laws where the agreement was made. Nevertheless, a contract can either be governed by the Uniform Commercial Code (UCC) or

The Uniform Commercial Code is a set of legal rules that was developed to bring about a sense of consistency to the commercial industry. It is merely a blueprint of how the developers interpret the way of doing business that would be fair and just to all parties concerned. It was totally up to the individual states if they would enact the UCC as written or construct modifications they felt were necessary to circumstances within that state. Once the codes were adopted by an individual state, they became the legal authority that still governs the way many business transactions are handled today.

I would say that the contract with the business will be Uniform Commercial Code (UCC) because I see this as more of a business deal and transaction between the one company to another. There will be contracts and deals between them and money exchange of sale for manufactured goods and not a common good so this would be considered an enforceable contract. Now that the existence of an enforceable contract has been established for this transaction the determination of the proper

1. Consider this scenario. You and four friends have developed a new environmentally friendly heater. You all have extensive business experience. Together, you have established a new company, Green Heaters Pty Ltd ACN 512 302 XXX, which will manufacture and sell the new heater to wholesalers. The five of you will comprise the board of directors.

Contracts rarely stay the same, they are constantly changing and the successful businessperson has to be flexible in order to succeed.