Smith and Roberson’s Business Law
17th Edition
ISBN: 9781337094757
Author: Richard A. Mann, Barry S. Roberts
Publisher: Cengage Learning
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Chapter 13, Problem 5Q
Summary Introduction
Given situation:
This case is relating to the concept of common law restraint of trade. Since the public benefits from robust free competition, contracts that limit trade unreasonably are illegal.
To discuss: The court should enjoin the contrary agreement of manufacturing machines.
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Amalgamated Corporation, organized under the laws of State S, sends several traveling salespersons into State M to solicit orders, which are accepted only at the home office of Amalgamated Corporation in State S. Riley, a resident of State M, places an order which is accepted by Amalgamated Corporation in State S. The Corporation Act of State M provides that “no foreign corporation transacting business in this state without a certificate of authority shall be permitted to maintain an action in any court of this state until such corporation shall have obtained a certificate of authority.” Riley fails to pay for the goods, and when Amalgamated Corporation sues Riley in a court of State M, Riley defends on the ground that Amalgamated Corporation does not possess a certificate of authority from State M. Result?
True or False
1. The power to borrow or obtain a loan is one of the enumerated corporate powers under the Code, it is really an inherent or implied power of every corporation since it flows from its being granted the capacity to contract or to obligate itself as a juridical person under Article 46 of the Civil Code. In addition, the express powers to enter into the accessory contracts of "pledge" or "mortgage" under Section 35(g), must necessary include the power to enter into the accessory contract of loan
2.Cash dividends are declared by the majority of the quorum of the board of directors with the concurrence of the stockholders representing at least 2/3 of the outstanding capital stock
3.It is a well-established principle that the contents of the bylaws that contravene the Constitution and the laws of the land are deemed void; and that in case of contradiction to any of the provisions of the articles of incorporation, the By-Laws' provision/s shall prevail
4.The Supreme Court…
Baker entered into an oral agreement with Healey, the State distributor of Ballantine & Sons liquor products, that Ballantine would supply Baker with its products on demand and that Baker would have the exclusive agency for Ballantine within a certain area of Connecticut. Shortly thereafter the agreement was modified to give Baker the right to terminate at will. Eight months later, Ballantine & Sons revoked its agency. May Baker enforce the oral agreement? Explain.
Chapter 13 Solutions
Smith and Roberson’s Business Law
Ch. 13 - Prob. 1COCh. 13 - Prob. 2COCh. 13 - Prob. 3COCh. 13 - Prob. 4COCh. 13 - Prob. 5COCh. 13 - Prob. 1QCh. 13 - Prob. 2QCh. 13 - Prob. 3QCh. 13 - Prob. 4QCh. 13 - Prob. 5Q
Ch. 13 - Prob. 6QCh. 13 - Prob. 7QCh. 13 - Prob. 8QCh. 13 - Prob. 9QCh. 13 - Prob. 10QCh. 13 - Prob. 12CPCh. 13 - Prob. 13CPCh. 13 - Prob. 14CPCh. 13 - Prob. 15CPCh. 13 - Prob. 16CPCh. 13 - Prob. 17CPCh. 13 - Prob. 18CPCh. 13 - Prob. 19CPCh. 13 - Prob. 20CPCh. 13 - Prob. 21CPCh. 13 - Prob. 22CPCh. 13 - Prob. 23CPCh. 13 - Prob. 1TSCh. 13 - Prob. 2TSCh. 13 - Prob. 3TS
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