Welcome to Business Orgs II

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Welcome to Business Orgs II

• Sinclair Community College
• LAP 202
• Mike Brigner, J.D.

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Topics

• Agency law
• Employment contracts
• At-will employment
• Corporate Finance
• Corporate Management
• Shareholder agreements
• Foreign entities
• Mergers Acquisitions
• Dissolutions
• Trademarks

Business Organizations II PAR 202
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Basis of Grade

• Four Projects
• NO HANDWRITTEN PROJECT OR EXAM WILL BE ACCEPTED
• Eleven Quizzes
• NO EXAMS!
• Notebook
• All hand-in work requires a cover page

Business Orgs II PAR 202
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Projects

• 1 Employment contract
• 2 Shareholder agreement
• 3 Foreign entity applications
• 4 Certificate of Merger

Business Organizations II PAR 202
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Quizzes 20 points each

• First one on Syllabus Rules
• Rest on individual chapters
• One per week, due by Mondays at 11pm
• One hour time limit
• Open book, but you must read study chapter
  first, or you wont be able to complete the quiz

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Some Other Class Rules

• Sign in for every class
• No food or drink in class
• Need not ask to be excused during class
• No printing during class
• No working on other projects during class
• Unless we are working on a joint class activity,
  class is Screen Blackout Time

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Notebooks

• Your Notebook for this class will include
• 4 corrected projects
• Notebook 20 points
• SO You get credit for same work at least 3 times!

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Protect Your Work

• Helping others learn is okay
• Doing their work is not
• Do not ask for or give copies or disks
• Copied work ? Failure for user AND donor
• Protect your paperwork
• Protect your disks

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Care Feeding of Disks

• TECH HAPPENS
• Label your disks!
• BACK UP! BACK UP!! BACK UP!!! BACK UP!!!!
• The computer ate my homework is not an
  acceptable excuse
• Dont loan out your disks, or leave them around
  for others to borrow

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My.Sinclair

• Check Daily!
• Watch for class news, notices, assignments
• Watch for Calendar deadlines updates
• Watch Discussion Forum
• ALL e-mail to Prof should be through My.Sinclair

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• http//my.sinclair.edu

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My.Sinclair

• This is your main news notice source
• It is YOUR responsibility to check DAILY
• E-MAIL Personal news to/from Prof
• DISCUSSION BOARD News to the class
• Updates, corrections, jobs, class cancellations,
  extra credit, assignment tips
• CALENDAR All due dates, changes in due dates,
  class locations, free days

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My.Sinclair

• ANNOUNCEMENTS From SCC or Prof. News, alerts
  appear on your home page
• MYGRADES Shows your absences grades weekly.
  Check often. Email prof if you catch any errors.
• EXTERNAL LINKS Helpful links for this course
• Lexis, Law Libraries, Ohio Supreme Court, Ohio
  Revised Code, Montgomery County records, more

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Communicating on My.Sinclair

• With Professor
• E-mail for private messages (grades, illness)
• Use My.Sinclair address only
• Discussion Board for EVERYTHING ELSE
• Class-related questions go HERE, not in E-mail
• ALL Messages Should Begin W/Course
• Example
• Subject 201.01 Projects, Are You Nuts?
• Or 201.50 Classmates, Are They Nuts?

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Communicating on My.Sinclair

• With other students
• E-mail for private messages
• Discussion Board for class info
• We Are A Learning Community
• Without cheating (doing each others work) we
  help each other learn. This includes answering
  each others questions on the Discussion Board.
  If everyone is stumped, I will add suggestions.

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Sinclair People Website

• All course materials here
• Projects
• Forms
• In-Class Exercises
• If you want hard copy, print one
• Replaces H Drive
• http//people.sinclair.edu/mikebrigner/

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Things to remember from Business Orgs I

• Different types of business organizations in Ohio
• Filing procedures with Ohio Secretary of State
• Ohio Revised Code controls - mostly Title 17
• Website for Ohio Secretary of State
  http//www.state.oh.us/sos/
• Website for Ohio Revised Code http//www.legislat
  ure.state.oh.us/laws.cfm

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The Role of the ParalegalIn Business
Organizations(See Cited Text Sections)

• 2.G. In Sole Proprietorship matters,
  paralegals role varies. May include
• Document preparation
• Obtaining tax ID ,
• Requesting info on workers comp
• Requesting info on unemployment comp
• Filing trade name certificates

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The Role of the Paralegal

• 3.N. In Partnership matters,
• 4.N., 5.K. In Limited Partnership matters
• 6.G. In Limited Liability Companies
• Same as Sole Proprietorship duties, plus
• Drafting partnership agreements
• Researching requirements for forming, operating,
  dissolving a partnership
• Researching partnership disputes

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The Role of the Paralegal

• 8.G. In Corporations
• Fast growing field for paralegals
• Duties primarily document drafting research
• Also real estate, personnel, litigation, pensions
• Employment matters ( 18.C.)
• Corporate formation, changes ( 9.G., 14.E.)
• Corporate management ( 11.D.)
• Foreign corporations ( 15.I.)
• Corporate dissolution ( 16.E.)

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Remember ethical considerations in business
practice

• Who is the client?
• The business organization itself?
• The individual owners, directors, officers?
• What is legal advice in the business practice
  setting?

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For Next Class

• Bring in TWO news articles about business
• One LOCAL One NATIONAL
• SPECIFICALLY Corporate social responsibility
• Be prepared to discuss
• How do companies balance duties to shareholders
  and duties to workers/ communities

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Introduction to Business Orgs IIConcluded
Thank you

• Sinclair Community CollegeMike Brigner, J.D.