WILFRID LAURIER UNIVERSITY

School of Business and Economics

BUSINESS 231
Business Law
Course Outline
Fall 2010
Professor: Shelley McGill, LL.B., LL.M. Office Hours: MONDAY 10:00 am to
noon or by appointment
E-mail: smcgill@wlu.ca Office location: P2040
Phone: 884-1970 ext. 2353
Faculty Assistant: Lucy Jacina, SBE2201, Phone: 884-1970 ext. 2059

Goals of the Course and Material to be Covered

The first class is an introduction to law and business. It identifies the need for a basic
knowledge of law and legal risks in order to effectively manage a business. The
goals and priorities of this course will be reviewed during this class. DON’T MISS IT!

The material to be covered is all that material shown in the course outline; this
material is drawn from the text: The Law and Business Administration in Canada,
(12th Edition), Smyth, Soberman, Easson & McGill, Publisher - Pearson Canada
Limited, Toronto. This text may be obtained from the WLU Bookstore and is the
required text for the course. It is important to note that not all, of the chapters in the
text are covered in the course. The course outline gives the chapter numbers upon
which the individual lectures are based. Lectures WILL contain additional content
and will emphasize particular topics within the chapters.

Grades, Examinations and Assignments

The final mark will be determined by the results achieved on a group assignment, a
mid-term examination and a final examination. The assignment will count for 10%
of the final grade, the mid-term examination will count for 40% and, the final exam
for 50%. THE MIDTERM IS SCHEDULED FOR SATURDAY OCTOBER 23RD 8:30 – 10:30 am.
The assignment, midterm and final exams will be common to all sections of Bu 231.
Class participation and attendance are encouraged and may be considered
when assessing your final grade.

Website

The text material will be supplemented by a “MyLearningSpace” website, which will

provide additional content and links including the following:
1) Federal and Provincial Statutes
2) Text website which provides practice quiz material;
3) Court case data bases and /or specific key cases
4) Some class handouts, assignments and some power points

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5) Administrative information and relevant dates through the bulletin board and
calendar tools.
6) Grades
7) The Course Acknowledgement that must be completed before the Tort
Assignment is submitted or YOU WILL RECEIVE ZERO ON THE TORT
ASSIGNMENT.

To access the website go to http://mylearningspace.wlu.ca . You will then be

prompted for a password which will be your novell password unless you are a new
user. In this case it is the first four characters of your last name followed by the last
four digits of your student ID number. Your default password is your date of birth
(MMDDYY). Upon entry to the site all the courses you are registered in that use the
website will be shown in list format. You then click on Business 231. If you have
problems accessing the site you should contact Josh Marshall ext. 4203.

Class Attendance

This course is taught using 3 hours of lecture time per week. Attendance at all
classes is expected. Class participation and attendance are encouraged and may
be considered when assessing your final grade. Optional review classes and tutor
sessions may be set during the week prior to examinations and assignment due
dates. Students may take advantage of these sessions if they wish.

In the event a student misses the midterm examination because of illness, or for
some other major and unexpected event such as a death or a serious illness in the
family, then, upon evidence satisfactory to the instructor, that weight will be
transferred to a special 3 hour cumulative final exam.

Under no circumstances should students assume that special assignments or

deferred examinations will be set by the instructor. Only upon application to the
Petitions Committee will a special or deferred final examination be set. Neither sun
nor ski vacations are considered a sufficient excuse for missing an examination.
Notice of student illness must be given to the instructor prior to the scheduled
examination time. (An Email to smcgill@wlu.ca will suffice)

Clicker Registration

This term class attendance and participation will be monitored through the use of
clicker technology. The “iclicker” may be purchased at the bookstore. If you want
to have your class participation monitored this way, you are required to register
your clicker online via “MyLearningSpace” (https//:mylearningspace.wlu.ca). When
you login you will see a course called “Fall 2010 Clicker Registration”. To register
your clicker, follow these steps:

Enter the “Clicker Registration – “Fall 2010” course by clicking on the title
From the homepage, click on the “Register Your iClicker Serial Number” link
Begin the quiz by clicking the “Start Quiz” button

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Enter your 8 character serial number (located on the back of your clicker) into the
text box. SAVE All Responses and click “Submit Quiz”
Please note: Failure to register your clicker in this way prior to the midterm may result
in loss of clicker consideration. You MUST complete the quiz to have your clicker
record assigned to you. If you registered your clicker in previous terms, you MUST
register it again for this term.
Please direct any questions about this process or about clickers in general to
clickers@wlu.ca.
A clicker troubleshooting station is available at the help desk in the library.

Ethical Behaviour and Cheating

Students should be familiar with the Code of Conduct adopted in the Business
111/121 course. Business 231 subscribes to this code of conduct and expects all
students enrolled in this course to do the same. A copy of the code of conduct
may be viewed on the course website.

The University has an established policy with respect to academic misconduct

addressing cheating on assignments and examinations which the student is
required to know. It can be found in the WLU calendar on the WLU website. The
instructor has discretion to impose a sanction deemed appropriate. Students are
cautioned that in addition to a failure in the course, a student may be suspended
or expelled from the University for any breach and the offence may appear on
transcripts. In this event, the offence can have serious consequences for one's
business or professional career. Academic misconduct may make a student
ineligible for co-op and my also trigger criminal charges.

Instructors

This term all BBA sections are being taught by Professor McGill, she is a member, in
good standing, of the Ontario Bar, a Small Claims Court Judge and a full time
faculty member at WLU. She has experience in the practice of law, and in her
professional practices has dealt with the areas of the law to be covered in the
course.

All other sections are taught by practicing Ontario lawyers whose professional
practices deal with the areas of law to be covered in this course.

Privacy Issues

One important goal of this course is to offer a positive educational experience for
the student through lectures, in class debate, group work, presentations and
assignments. During the course, it may be necessary to divulge students’ names, ID
numbers, clicker information, marks or other personal information to other members
of the class. Every reasonable effort will be made to keep the personal information
of the student private and secure. The following measures have been put in place
to balance the requirements of the course with the need to protect personal

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information:

1. Exams and assignments will only be released to the student who submitted
them. If a student is uncomfortable with their name being called in class, he
or she should contact the instructor the day before the assignment is to be
returned – see mylearningspace calendar for notice of this date.
2. Marks will only be released through mylearningspace website.
3. The individual circumstances or performance of a student will not be
discussed in the lecture hall before, during or after class. A student wanting
to review their performance or discuss personal circumstances affecting their
performance should make an appointment to speak to the instructor in
private during office hours.
4. Group work is a necessary component of this course. This will involve
disclosure of some personal information to other class members in order to
assign topics, arrange groups, submit, evaluate and return work. Enrolment in
the course is deemed to be consent to such necessary disclosure.
5. Class participation is a vital component of this course. This may involve the
use of class lists, name tags, posting on mylearningspace bulletin boards,
chat rooms, in class discussion etc. If a student is uncomfortable with his or
her name being disclosed in these formats, he or she should bring this matter
to the attention of the instructor during the first week of class so that alternate
arrangements can be made.
6. Student email will only be responded to if it is from the student’s WLU
account. Students should not contact the instructor from any other email.
7. Peer evaluations may be used in this course. These evaluations will be held in
confidence and will only be disclosed to the student whose mark is affected.
Such disclosure will be in an aggregate form. Individual peer evaluations will
not be disclosed. If this is unacceptable to the student, prior alternate
arrangements must be made with the instructor.
8. The record of the student’s progress throughout the course will be
maintained by the instructor for a period of one year after completion of the
course. Some instructor’s may retain students’ records for a longer period of
time.
9. Sign in sheets will be used to record attendance at the midterm. If a student
does not wish to sign the sheet, he or she should bring this fact to the
attention of the proctor before the start of the exam.

If a student is concerned or needs to make special arrangements to

accommodate specific privacy issues, he or she must bring these matters to the
attention of the instructor within the first week of classes so that reasonable
accommodations can be made or an alternate course can be selected by the
student.

**Students with disabilities or special needs are advised to contact Laurier Special Needs
Office for information regarding its services and resources. Students are encouraged to
review the Calendar for information regarding all services available on campus.

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COURSE CONTENT OUTLINE

INTRODUCTION TO LAW AND RISK MANAGEMENT – First Class

TOPIC I - INTRODUCTION TO THE LAW OF TORTS

Scope of Tort Law - Professional Liability

- Negligence
- Fiduciary duty and Ethical Responsibility
- Professional Organizations and Discipline
- Role of the Code of Conduct
- Intentional Torts

Reading - Chapters 3 and 4

Tort Assignment – 10% Due Monday October 4th, 2010 @ 3:45 pm SBE 2201
Mylearningspace Course Outline Acknowledgement must be
completed in order to receive credit for the Tort Assignment

TOPIC II - INTRODUCTION TO THE LAW OF CONTRACTS

Definition

The Role of Contract Law

The Formation of a Contract

- Offer/Acceptance
- Consideration
- Intention to Create Legal Relations
- Capacity
- Legality
Reading - Chapters 5, 6 and 7

TOPIC III - GROUNDS UPON WHICH A CONTRACT MAY BE IMPEACHED AND THE
REQUIREMENT OF WRITING

Equitable Grounds upon which a Contract may be Impeached

- Mistake (Terms, Assumptions, Innocent Third Parties, Performance)
- Misrepresentation (Innocent and Fraudulent)
- Undue Influence
- Independent Legal Advice and the Matrimonial Home
- Duress

Writing Requirements
- The Statute of Frauds
- Essentials of a Written Memorandum
- Electronic Registration and the Real Estate Conveyance

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- The Doctrine of Part Performance in Real Property Law
- Consumer Protection Act

Reading - Chapters 8, 9 and 10

TOPIC IV - THE INTERPRETATION OF CONTRACTS, PRIVITY OF CONTRACT, THE

ASSIGNMENT OF CONTRACTUAL RIGHTS

The Interpretation of Contracts

- The Relationship between Formation and Interpretation of Contracts
- The Interpretation of Express Terms
- The Parol Evidence Rule
- Implied Terms as a Method of Interpretation

Privity of Contract and the Assignment of Contractual Rights

- Privity of Contract
- Real Property Law
- Vicarious Performance
- Trusts
- Exceptions to the Privity of Contract Rule
- The Nature of an Assignment of Rights
- Equitable Assignments
- Statutory Assignments
- Assignment and Assumption in Mortgage Transactions
- Negotiable Instruments
Reading - Chapters 11 and 12

MID-TERM EXAMINATION 40% Saturday October 23rd 2010 8:30 am

TOPIC V – DISCHARGE OF A CONTRACT, THE EFFECT OF BREACH OF CONTRACT AND

REMEDIES FOR BREACH

The Discharge of Contracts

- The Ways in Which a Contract May be Discharged
- Discharge by Performance
- Discharge by Agreement
- Discharge by Frustration
- Discharge by Operation of Law

The Effect of Breach of Contract

- Implications of Breach
- Repudiation
- Failure of Performance
- Exemption Clauses

Remedies for Breach

- Types of Remedies
- Damages

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- Measurement of Damages
- Equitable Remedies
- Specific Performance & Real Estate Transaction
Reading – Chapters 13, 14 and 15

TOPIC VI – Review of the Midterm

TOPIC VII - BAILMENT, AGENCY AND THE CONTRACT OF EMPLOYMENT

Bailment - Bailment
- Liability of a Bailee
- sub bailment standard of care
- Remedies of a Bailee for the Value of Services Rendered
- Storage and Safekeeping
- Work on a Chattel
- Transportation
- Pledge or Pawn

Agency - The Nature of Agency

- Creation of an Agency Relationship
- Typical Real Estate Transaction
- The Duties of an Agent to the Principal
- The Duties of the Principal to the Agent
- Liability of Principal and Agent
- Terminating an Agency Relationship

The Contract of Employment

- Development of the Law Governing Employment
- Relationship of Employer and Employee
- The Employer's Liability
- Notice of Termination of Individual Employment Contracts
- Cause for Dismissal Without Notice
- Wrongful Dismissal
- Employee Welfare Legislation and Human Rights

Reading - Chapters 17, 19 (Note: Omit Leasing& Franchising) and 20 (Omit

Collective bargaining / Labour Disputes / Trade Unions) NOTE: Omit Chapters 16, 18
and 21

TOPIC VIII - SOLE PROPRIETORSHIPS AND PARTNERSHIPS AND CORPORATIONS

Note: A basic understanding of chapters 26 and 27 is assumed

Introduction to Sole Proprietorships, Partnerships and Corporations

- Choosing the Appropriate Form of Business Organization
- Sole Proprietorships
- Partnerships – General, Limited, Limited Liability

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- Corporations – Public, Private, Professional, Not for Profit

Corporate Governance: The Internal Affairs of Corporations

- Management of the corporation
- Board of Directors, function, duties, liability, appointment and
removal
- Rights and duties of shareholders
- Protection of minority rights
- Corporate Governance and Ethical Responsibility

Corporate Governance: The External Responsibilities of a Corporation

- Liability of a Corporation for acts of its agents
- Pre-incorporation contracts
- Protection of creditors, investors and the public interest
- Nature of Corporate liability
- Environmental Legislation and the Corporation

Reading - Chapters 26, 27, 28 and 29

TOPIC IX - INTERNATIONAL BUSINESS TRANSACTIONS AND ELECTRONIC COMMERCE

International Business Transaction

- Canadian Business in a Global Economy
- Law and International Business
- Foreign Trade
- Foreign Investments
- Contemporary Issue: Pros and Cons of FDI
- The Resolution of International Business Disputes

Electronic Commerce
- The Growing Importance of Electronic Commerce
- What is E - Commerce?
- Establishing an Online Business
- Regulating E - Commerce
- International Aspects of E - Commerce
- Privacy Legislation
- Intellectual property issues
Reading - Chapters 33 and 34

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