GB 433 – Spring 2014
Texas A&M University-Central Texas
GB 433.331 – Business Law II
Ft. Hood – Spring 2014
Instructor: Lindsay A. Middaugh1, J.D.
E-mail: lindsay.middaugh@ct.tamus.edu or through Blackboard
If you need to speak with me, I will be available immediately before and after class. I will check email and
BB at least twice a day and will respond within 24 hours if I’m not traveling.
I will be traveling on May 2nd and May 3rd and may not be able to respond to questions on those days, but
will get back to you as soon as I can.
Please know that as a federal employee, I am not allowed to give legal advice to members of the general
public as it may complicate my ability to continue to represent the federal government. This means that I
cannot answer personal legal questions such as “My sister is going through a divorce. Will she or her soon to
be ex-husband get to keep her house?” However, I can answer hypothetical and general legal questions
based on the material. Therefore, if you have a legal question based on the material, you may ask it in a
general or hypothetical way in an email or in the journal postings and I will be able to answer it for
educational purposes.
Mode of instruction and course access:
This is a hybrid course that is primarily face to face, but also uses TAMUCT’s Blackboard system
(referred to by me hereafter as BB). http://tamuct.blackboard.com The instructions in section 7
of this syllabus will assist you with gaining access and technical support.
I will post all of my slides on blackboard before they will be covered in class.
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1.0 Course Description
The study of the principles of law concerning agency, employment, partnerships, corporations, bankruptcy,
secured transactions, creditor/debtor rights, real and personal property, laws impacting the regulatory
environment of business such as consumer protection, anti-trust, and securities law.
Basic knowledge of laws critical for the operations of a business will be the core of this course. This course
is the second course of two courses directed at providing coverage of the legal environment facing business
organizations in today’s society. This course is required for most majors within the College of Business
Administration.
1
The views of the professor do not represent the views of the United States Department of Agriculture.
GB 433 – Spring 2014
2.0 Module Level Objectives
At the conclusion of the course the student should be able to, at an acceptable level per the grading scale:
Week 1 – Describe a creditor’s rights, duties and remedies under the law.
Week 2 – Explain the process for filing Bankruptcy, forming an agency relationship and operating a sole
proprietorship and learn about an individual’s right to privacy and a workplace free of discrimination.
Week 3 – Learn how a Sole Proprietorship Works and Illustrate the duties of the partner and how the various
partnerships function legally, as well as recognize the key aspects of a LLC.
Week 4 – Explain the corporate formation process, including financing and stock issues.
Week 5 – Compare the rights and responsibilities of the various corporate actors and learn the interworkings
of corporate takeovers.
Week 6 – Discuss how Corporate Acquisitions work and what protections are offered to investors and what
rules and laws apply to corporate governance.
Week 7 – Develop an understanding how administrative and consumer laws apply to businesses.
Week 8 – Understand how a bailment works and how ownership interests work regarding real property.
2.1 Course Level Learning Outcomes:
At the conclusion of the course the student should be able to (at any acceptable level per the grading scale):
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Explain how to perfect a security interest under Article 9.
Recognize the priority of creditors claims under Article 9.
Illustrate consumers’ rights under Article 9.
Describe the various creditors liens common to many business transactions.
Compare the responsibilities and issues arising in suretyships and guaranties
Demonstrate comprehension of the Homestead exemption.
Recognize key procedures and events in the Bankruptcy process.
Contrast the various chapters of the Bankruptcy Code.
Select what debts are not dischargeable in bankruptcy.
Explain the difference between an employee and independent contractor.
Recognize under agency law the responsibility of the principal and agent for contracts and torts of the
agent.
Identify the proper category of authority at play in factual scenario.
Discuss the advantages and disadvantages of a sole proprietorship.
Indicate the responsibilities and rights of the parts in a franchise contract.
Compare the General Partnership, the Limited Partnership and the Limited Liability Partnership.
Indicate the rights and duties of partners.
Identify the key characteristics of a LLC.
Recognize the key aspects of the special business forms including the joint venture, syndicate, Joint
Stock Company and cooperative.
Recognize the steps involved in forming a corporation.
Classify a corporation by definition and status
Explain shareholder liability, including piercing the corporate veil
Explain the duties of officers and directors in a corporation.
Identify the rights of shareholders in a corporation.
Define a security.
Recognize what insider trading is and when it is illegal..
Recognize when a monopoly may violate the law.
Discuss what activities are prohibited by the Sherman Antitrust Act.
Select which activities have implications under the Clayton Act and what those implications are.
Recognize when an advertisement is deceptive under the law.
State consumers responsibilities for charges on credit cards they did not make.
Discuss the Texas DTPA.
Recognize and explain at will employment, including implications for worker privacy
Discuss the implications of the FMLA
GB 433 – Spring 2014
34) Identify employers compliance with Immigration and employment laws
35) Differentiate between a disparate treatment and a disparate impact claim.
36) Explain the provisions of Title VII, the Americans with Disabilities Act and the Age Discrimination
in Employment Act and recognize situations where violations occur.
37) Define and contrast the types of property ownership
38) Explain the circumstances required for a proper gift
39) Recognize the rights and duties of a bailor and bailee
40) Differentiate between the various ownership interests in real property
41) Explain when adverse possession is effective
42) Describe the circumstance by which eminent domain may be exercised
43) Recognize the rights of tenants and landlords
44) Differentiate between the principles of comity, the act of state doctrine and sovereign immunity.
45) Be able to create an agency relationship.
Objectives Disclaimer: The above are simply the main focus areas, but they are by no means the only
areas where Exam questions may come from. All material in the text and lectures is fair game.
3.0 Textbook and Required Materials
Business Law Today: Comprehensive Edition, Gaylord A Jentz and Robert Miller, 9th Ed. – ISBN – 978-0538-45280-9 I teach this course based on the 9th edition. Is it possible for you to get by with a different
edition? Yes, but you are responsible for any differences between the text editions. If I reference a question
to a page number to answer and you don’t have a that question on the page, you are not excused from
answering that question and I will not assist you in finding the right page number or giving you the question.
Note: A student of this institution is not under any obligation to purchase a textbook from a
university-affiliated bookstore. The same textbook may also be available from an independent
retailer, including an online retailer.
If your book is going to be delayed, you might look into at least purchasing e-chapters to stay up to date.
E-Chapter Link
Take Home Assignments – There will be 3 take home assignments. Each assignment will be worth
100 points or 12.5% of your grade (37.5% combined). The questions will consist of mostly short
answer questions, but may also include multiple choice, completing charts, blackboard discussion
posts, matching or short essay questions. Each homework assignment will be posted on Blackboard
and it will be your responsibility to pull the assignment off of Blackboard, complete it, and submit it
through Blackboard. You may also turn in your assignments in person in class before the due date.
Any assignments turned in in person MUST be stapled together. Any assignments received even a
minute after it was due will be considered 1 day late. It is up to the student to make sure that the
assignment is in an “openable” format. If I cannot open the file that your take home assignment has
been saved in, then I will not be able to grade it, and I will assume it is late until I am provided with
a different format. To make sure that the assignment is in an “openable” format, I highly
recommend that you cut and paste your answers directly into the body of the email to make sure
that you get credit for your assignment. Additionally, for Test 4, there will be a sample take home
GB 433 – Spring 2014
assignment posted. You are not required to complete the 4th Take Home Assignment. I will also
post the answers to the 4th Take Home Assignment on Blackboard. It is my intention that if you
want to test your knowledge before the test, that you can use the 4th Take Home Assignment as a
study aide, but it will not be graded.
Business Entity Paper – Worth 100 points or 12.5% of your grade- The assignment sheet is posted on
Blackboard (BB). We will not begin covering any material related to this assignment until Wednesday,
March 26th. I prefer for you to turn the paper in electronically. However, if you turn it in in class, then you
MUST have it stapled together. It is due on Wednesday, April 16th by 11:59 p.m. (23:59).
Exams – There will be 4 exams. Each exam will be worth 100 points or 12.5% of your grade (50%
combined). YOU MUST BRING A SCANTRON AND A NUMBER 2 PENCIL TO THE EXAM. If
there is an unavoidable conflict, you must let me know ahead of time, not after. Please note that I ALMOST
NEVER ALLOW MAKE-UP EXAMS! I usually only allow Make-Up Exams if you have notified me in
advance and have given me an extremely good reason why you were absolutely unable to take the exam at
the given time. An extremely good reason would be that you were in the hospital or that someone very close
to you died. I will also need documentation showing why you were not able to make the exam. Even if a
make-up exam is given, it will likely be in a different format than the one given to the main class. Exams
are not easy and may be comprised of multiple choice, T/F, short answer/ short essay, and matching
questions at my discretion. They will likely be half MC/TF and short answer/essay and will not be
comprehensive. You will have to be prepared for the tests as time is limited. Please note that Professor
Loafman will be proctoring the 4th exam. The 4th exam and the 4th exam only will be only true/false and
multiple choice questions.
Late Assignments and Papers – For every day that a paper or assignment is turned in late, 10 points will be
deducted from the student’s total score for that assignment. An assignment is deemed late if it is turned in
even 1 minute after the assigned deadline. The Event Summary Bonus will not receive any credit if it is
turned in late.
5.0 Grading Scale/Formula
To figure out your grade, add all of your combined assignments and tests together as follows:
Take Home Assignment 1 + Take Home Assignment 2 + Take Home Assignment 3 + Business Entity
Paper + Exam 1 + Exam 2 +Exam 3 + Exam 4 + Event Summary Bonus (Optional) = Total Number of
Points.
You can earn a total of 800 points in this class (830 if you complete the Event Summary Bonus).
Then compare your points to this list of totals:
Total Points and Corresponding Letter Grades:
716-800 = A - Excellent
636-715 = B - Good
572-635 = C - Acceptable
516-571 = D – Needs Significant Improvement
515 or less = F - Unacceptable
GB 433 – Spring 2014
As I hope this will be an interactive class, I reserve the right to bump someone to the next higher letter
grade if I am confident that the higher letter grade better reflects their overall knowledge and effort,
most often evidenced to me by contributions to class discussions, case summary and case analysis.
Grades may also be adjusted at the end of the semester based on overall class results, meaning an
average may qualify for a higher letter grade than the scale normally provides for, to facilitate an
appropriate grade distribution.
6.0 Grade Issues
I will have the exams graded by the next class period. I will also try to have all of the take home assignments
graded by the next class as well.
I may offer an extra-credit assignment or offer extra-credit question(s) on the take home assignments
sometime during the semester. If this is the case, the assignment will be mentioned in class and posted on
blackboard. Any extra-credit points earned will be applied to the student’s next test score. I will definitely
offer a chance to earn up to 30 Bonus Points if you complete the Event Summary Bonus posted on
Blackboard. Essentially, I am looking for news articles that I can use as future examples in class. If the
article you found could be used in class, then they will receive full credit. If they could not be used in class
at all, then you will not receive any credit. You must turn this assignment in by the due date if you choose to
complete it. No partial credit will be given for this assignment if it is turned in late.
7.1 Technology Requirements
This course will use the new TAMU-CT Blackboard Learn learning management system for class
communications, content distribution, and assessments.
Logon to http://tamuct.blackboard.com to access the course.
You will use a unique username (yourfirstname.lastname) and password (your UID) to
access the course. Your access to this course will be different than your access to all other
courses.
For this course, you will need reliable and frequent access to a computer and to the Internet. You
will also need a headset with a microphone or speakers and a microphone to be able to listen to
online resources and conduct other activities in the course.
If you do not have frequent and reliable access to a computer with Internet connection, please
consider dropping this course or contact me (youremail and phone number) to discuss your
situation.
Blackboard supports the most common operating systems:
PC: Windows 7, Windows XP, Windows Vista, Windows 2000,
Mac: Mac OS 10.6 “Snow Leopard®”, Mac OS 10.5 “Leopard®”, Mac OS 10.4 “Tiger®”
Check browser and computer compatibility by following the “Browser Check” link
(http://www.ct.tamus.edu/departments/instructionaldesign/browsercheck.php) on the TAMUCT
Blackboard logon page. This is a CRITICAL step as these settings are important for when you take
an exam or submit an assignment.
Upon logging on to Blackboard Learn, you will see a link to Blackboard Student Orientation under
My Courses tab. Click on that link and study the materials in this orientation course. The new
Blackboard is a brand-new interface and you will have to come up to speed with it really quickly.
This orientation course will help you get there. There is also a link to Blackboard Help from inside
the course on the left-hand menubar. The first week of the course includes activities and
GB 433 – Spring 2014
assignments that will help you get up to speed with navigation, sending and receiving messages and
discussion posts, and submitting an assignment. Your ability to function within the Blackboard
system will facilitate your success in this course.
Technology issues are not an excuse for missing a course requirement – make sure your computer
is configured correctly and address issues well in advance of deadlines.
7.2 Technology Support
For technological or computer issues, students should contact the TAMU-CT
Blackboard Support group 24 hours a day, 7 days a week:
Support Portal (searchable database of answers and live chat with a
support technician):
http://www.ct.tamus.edu/bbsupport
Phone: (855)-661-7965) or via online chat
For issues related to course content and requirements, contact your instructor
8.0 Semester Calendar (Subject to change)
Week 1 – March 17th
March 19nd
Syllabus and Introductory Information, Begin Ch 24 Secured Transactions
Finish Ch 24, Ch 25 Other Remedies and Suretyship, Begin Ch 26
Bankruptcy
Week 2 – March 24th
March 26th
March 28th
Finish Ch 26, Begin Ch 28 Agency
Finish Ch 28, Ch 31 Sole Proprietorships and Franchises
Homework No. 1 Due by 11:59 p.m. (23:59)
Week 3 – March 31st
Exam 1 - Covering Chapters 24-26, 28 and 31, Listen to Ch 33 LLC’s
audio lecture outside of class or attend the in class lecture after the test
NO CLASS
April 2nd
Week 4 - April 7th
April 9th
April 11th
Week 5 – April 14th
April 16th
Ch 32 Partnerships, Begin Ch 34 Corporate Formation and Financing
Finish Ch 34, Ch 35 Directors, Officers and Shareholders, Ch 37 Investor
Protection (ONLY PAGES 804-813)
Homework No. 2 Due by 11:59 p.m. (23:59)
Exam 2 – Covering Chapters 32-35 and 37, Listen to Chapter 39 audio
lecture outside of class or attend the in class lecture after the test.
Chapter 40 Consumer Law and Begin Ch 29 Employment Law
Business Entity Paper Due by 11:59 p.m. (23:59)
Week 6 – April 21st
April 23rd
April 25th
Finish 29
Ch 30 Employment Discrimination
Homework No. 3 Due by 11:59 p.m. (23:59)
Event Summary Bonus Due by 11:59 p.m. (23:59) (Optional)
Week 7 – April 28th
Exam 3 – Covering Chapters 39, 40, 29 , and 30 Listen to
Chapter 44 Real Property audio lecture and Chapter 45 (Insurance Only) or
attend in class lecture after the test.
Ch 43 Personal Property
April 30
GB 433 – Spring 2014
Week 8 – May 5th
May 7th
No in-class session tonight! Instead watch the audio lecture on
Blackboard for Ch. 41 Environmental Law.
Exam 4 – Covering Chapters 41, 43, 44, 45 (Insurance Only)
Exam will be proctored by Professor Loafman
9.0 Drop Policy
If you discover that you need to drop this class, you must go to the Records Office and ask for the necessary
paperwork. Professors cannot drop students; this is always the responsibility of the student. The record’s
office will give a deadline for which the form must be returned, completed and signed. Once you return the
signed form to the records office and wait 24 hours, you must go into Duck Trax and confirm that you are no
longer enrolled. If you are still enrolled, FOLLOW-UP with the records office immediately. You are to
attend class until the procedure is complete to avoid penalty for absence. Should you miss the deadline or fail
to follow the procedure, you will receive an F in the course.
10.0. Academic Honesty
Texas A&M University - Central Texas expects all students to maintain high standards of personal
and scholarly conduct. Students guilty of academic dishonestly are subject to disciplinary action.
Academic dishonesty includes, but is not limited to, cheating on an examination or other academic
work, plagiarism, collusion (working together), and the abuse of resource materials, including
faculty designated resources. The faculty member is responsible for initiating action for each case of
academic dishonestly. More information can be found at www.ct.tamus.edu/StudentConduct.
All work in this course is individual (including Homework). You may get the
rare/occasional assistance from other students about where you found certain
information/answers, but I don’t want to see close/identical answers. I have a pretty good eye
for this, as my memory is pretty good! If you need help, ask me! Any instance of academic
dishonesty will result in an F in my course. I have taught this course long enough that I can
tell if you are collaborating or not, despite the fact that your answers may differ slightly.
11.0 Disability Services
The Americans with Disabilities Act (ADA) is a federal anti-discrimination statute that provides
comprehensive civil rights protection for persons with disabilities. Among other things, this
legislation requires that all students with disabilities be guaranteed a learning environment that
provides for reasonable accommodation of their disabilities. If you believe you have a disability
requiring an accommodation, please contact Ryan Thompson, Academic Support Programs
Coordinator, at (254) 519-5796 or by email at rthomp8@ct.tamus.edu.
12.0 Tutoring
TAMUCT offers its students tutoring, both on-campus and online. Subjects tutored include:
Accounting, Finance, Statistics, Mathematics, and Writing (MLA and APA). For hours, or if you're
interested in becoming a tutor, contact Academic Support Programs at 254-519-5496 or by emailing
gnichols@ct.tamus.edu.
Tutor.com is an online tutoring platform that enables TAMU-CT students to log-in and receive
FREE online tutoring and writing support. This tool provides tutoring in Mathematics, Writing,
GB 433 – Spring 2014
Career Writing, Chemistry, Physics, Biology, Spanish, Calculus, and Statistics. Chat live with a
tutor 24/7 for any subject on your computer, or use the Tutor.com To Go App on your iPhone, iPod
touch, or iPad. Visit www.tutor.com/togo to download the app for free. For access please visit
www.ct.tamus.edu/AcademicSupport and click the link for Tutor.com.
13.0 Library Services
INFORMATION LITERACY focuses on research skills which prepare individuals to live and work
in an information-centered society. Librarians will work with students in the development of critical
reasoning, ethical use of information, and the appropriate use of secondary research techniques.
Help may include, yet is not limited to: exploration of information resources such as library
collections and services, identification of subject databases and scholarly journals, and execution of
effective search strategies. Library resources are outlined and accessed at
http://www.tarleton.edu/centraltexas/departments/library/
14.0 Other Important Notes and Considerations
1. Respect the thoughts and opinions of your classmates. We may not agree on everything, but
everyone, generally, has the right to be heard in my classroom. I want everyone to feel comfortable
to share their thoughts on a subject, even if others may disagree.
2. I reserve the right to make reasonable alterations to the course calendar and syllabus as
provided here. It is a guide, not a hard and fast rule. Changes will only be made that benefit
the class as a whole.