Civil law
1) legal system developed from Roman codified law, established by state for its regulation; 2) area of law concerned with non-criminal matters, rights and remedies
Penal law
(also criminal law) area of law that deals with crime, punishment or penalties
Common law
(also case law, judge-made law) body of law formed trough judical/court decisions, as oppesed to law formed trough statutes or written legislation
Criminal law
(also penal law) area of law that deals with crime, punishment or penalties
Case law
common law
Judge-made law
common law
Directive
order from a central authority, for example, the European Community. A European Community Directive is binding as to the resulti but each member stat emay choose how to implent it.
Statute
formal written law created by a legislative body such as a parliament, as opposed to a law created trouhg the courts
Regulation
order controlling through rules or restrictions
Bill
formal proposal for legislation
Appellate court
(also court of appeal, appeals court) court which reviews judgements held by lower courts
Crown court
(UK) higher court of first instance for criminal cases in England and Wales. Together with the court of Appeal, it forms the Supreme Court of Judicature. Appeals from the Crown Court g oto the criminal division of the Court of Appeal and then to the House of Lords.
High court
(UK) court which hears serious civil cases and appeals from country courts;(US supreme court)
Juvenile court
court that hears cases involving children under a certain age
Lower court
(also court of first instance) court whose decisions may be appeal to a higher court
Magistrates' court
(UK) court that has very limited powers
Moot court
fictious court where law students argue hypothetical cases
Small -claims court
couer that handles civil claims for limited amounts of money
Tribunal
body either judical or quasi-judical functions
defandant
(also respondent) person against whom an actions is brought in court. Defendent is generally used when referring to the answering party to a civil complaint; respondent is generally used when referring to the answering party to a petition for a court order.
respondent
see defendant
judge
public official who hears and decides cases in court
claimant
(UK) person who brings a civil action (US) plaintiff
clerk
(UK) court employee who takes records, files papers and issues processes, (US) also a law student who assists a lawyer or a judge with legal work such as researching and writing
advocate
person who pleads in court
draft
to produce a piece of writing or a plan that you intend to change later
issue
to produce or provide something official
file with
to officially record ( e.g. in a court of law)
submit
to deliver a document formally for a decision to be made by others
Ad hoc
(Latin) fort his purpose
Et alii
(Latin) and others - et al.
Et cetera
(Latin) and other things of the same kind. - etc.
Exempli gratia
(Latin) for example - e.g.
?d est
(Latin) that is - i.e.
Per se
(Latin) by itself
Sic
(Latin) thus
Versus
(Latin) against (vs. or v.)
De facto
(Latin) in fact
?pso facto
(Latin) by that very fact itself
?nter alia
(Latin) among other things
Per annum
(Latin) per year
Pro forma
(Latin) as a matter of form
Pro rata
(Latin) proportionally
Quorum
(Latin) number of shareholders or directors who have to be present at a board meeting so that it can be validly conducted
Sui juris
(Latin) of one's own right; able to exercise one's own legal rights
Ultra vires
(Latin) unauthorised, beyond a person's legal power
Videlicet
(Latin) as follows - viz.
Legum Baccalaureus
LLB (UK) Bachelor of Laws, law degree (US) JD ( juris doctor)
Barrister
(UK) lawyer admitted to plead at the bar and in superior courts; a member of one of the Inns of Court
Inn of Court
(UK) one of four institutions that barristers must join in order to practise law as a barrister
Call to the Bar
(UK) granting of permission to practise law a barrister ( US admission to the Bar )
Pupillage
(UK) one year of apprenticeship to become a barrister , which follows the completion of the Bar Vocational Course
Solicitor
(UK) lawyer who is qulified to give legal advice and prepare legal documents
Trainee solicitor
(UK) Position of one who is completing the practical apprenticeship required for a person to becoming a solicitor ( follows the completion of the legal practice course and is followed by the Professional Skills Course).
Law school
(US) graduated school offering courses in law leading to a law degree
Juris doctor
JD (US) law degree (UK LLB)
Bar examination
(US) written examination taken by prospective lawyers in order to qualify to practise law
Salared partner
person who is a member of law firm partnership and paid by regular salary payments
Associate
junior lawyer in a law firm
Paralegal
person who helps a lawyer with legal work, but is not a lawyer
Solo practice
a law practice with only one lawyer
Solo practitioner
lawyer who practises on his/her own
Global firm
law firm that employs hunderds of attorneys from all over the world
Boutique firm
law firm that specialises in a specific area of law
Legal person
artificial entity created by law and given legal rights and duties, for example a corporation
Fraud
delibrate mispresentaion or concealment of a material fact to gain an advantage
Ultra vires
(Latin) unauthorised, beyond a person's legal power
Corporate veil
seperation between the corporation ans its shareholders will not be held personally liable for corporate debts
Legal entity
individual or organisation that can enter into contracts, is responsible for its actions and can be sued for damages
Statutory forms
forms required by law
Nominal capital
(also authorised capital) total amount of stock a company may offer to its shareholders
Board of directors
group of individuals elected by shareholders to maket he major decisions of the company
Duty of care
obligation of a person to act with reasonable caution or prudence, the violation of which results in liabilty at law
Fiduciary duty
obligation to act solely in the best interests of another
Balance sheet
financial statement showing a company's assets, liabilties and equity on a given date
Bonus
payment above what was due or expected
Liquidation
dissolution of a company whereby all assets are solid and the proceeds used to pay off debts
Capitalisation
act of providing capital for a company through the issuance of securities
Subscriber
person who has purchased stock in the company by an agreement
Ordinary shares
(UK) shares that carry voting rights and dividend entitlements and which are most common form of shares (US common shares)
Preference shares
(UK) shares that are given preference in dividend entitlements over ordinary shares, but usually do not carry any voting rights (US preferred shares)
Dividend
distribution of a company profits to its shareholders
Share subdivision
(UK) Exchange of a multiple of new shares for each old shareholdings are in the same proportion afterwards (US stock split)
Pre-emption rights
(UK) rights of shareholders to maintain their proportionate ownership in a company by purchasing newly issued stock before it is offered to public (US preemptive rights)
Special resolution
resolution on major decisions of a company (such as changing the company's articles or reducing its share capital) at a general meeting that must be passed by a certain majority, usually 75%
Rights issue
offer to existing shareholders to purchase additional new shares in the company
Loan capital
form of long-term borrowing
Debenture
(UK) instrument issued under seal which evidences a debt or security for a loan of a Money; a long-term debt not secured by any particular asset, but rather by the general earning capacity of a company (US secured debt instrument);(US) unsecured debt
Fixed charge
(UK) Grant of security for a loan on a specific asset or on a spesific assets whereby the creditor has first claim to recover upon default by the debtor (US security interests in specific assets; (prior to UCC) chattel mortgage)
Floating charge
(UK) form of security interests over the debtor's assets which may change on a daily bases , such as stock; a grant of a security for a loan on the company's assets in general, and not on any specific asset (US floating lien)
Creditor
person or the company who owned a financial obligation
Merger
the joinig of two companies resulting in the dissolution of one company and the survival of the other
Consolidation
combining of two companies to form an entirely new company
Liquidation
dissolution of a company whereby all assets are sold and the proceeds used to pay off debts
Objects
goals or purposes of a company
Companies House
(UK) institution where all limited companies in the UK must be registered. It is an Executive Agency of the UK goverment Departmen of Trade and Industries.
Capital structure
distrubition of a company's debt and stock
Object clause
section of a company's memorandum of association that outlines the company's objects
Acquiring company
(UK) company that has gained control over another company through a merger and remains in existence after the merger (US survivor)
Acquired company
(UK) company that has been merged into another company and is therefore no longer in existence (US transferor)
Gain control
to obtain the power to direct or have influence over the management of a company
Asset
any property that is owned has value
Takeover bid
(UK) offer by one company to purchase at a minimum a controlling number of voting shares of another company (US tender offer)
Aquirer
company that gains control over another company
Target
company that is the object of a takeover attempt
Hostile takeover
situation where a company attempts to buy another company against its wishes
Friendly takeover
stiuation where a company attempts to buy another company with approval of the board of directors of a company that is being bought
Winding-up
process of ending the carrying on of a business through the settlement of liabilities and the distribution or liquidation of assets
Liquidaiton
dissolution of a company whereby all the assets are sold and the proceeds used to pay off debts
Insolvent
unable to pay one's debts
Solvent
able to pay one's debts
Enforceable
capable of being made effecrive. In the case of agreement, it is one in which one party can legally compel the performance of the other party.
Offer
indication of willingness to enter into a contract on specified terms, whereby, if accepted by other person, a binding contract would result
Party
person entity involved in an agreement
Offeror
party that displays a willingness to enter into a contract on specified terms
Offeree
party to whom an offer is made
Consideration
someh-thing of value given by one party to another in order to induce the other to contract. In common law, consideration is a necessary element for an emforceable contract.party.
Counter offer
new offer with new terms made as a reply to an offer received
Rejection
refusal to accept an offer
Essential term
provision required for a contract to exist
Subject matter
thing under consideration in a contract
Indefinite
vague, not certain, not determined
Instrument
written formal legal document
Express contract
contract whose terms have been specifically outlined, either in writing or orally
Implied contract
Contract whose terms have not been specifically outlined, but rather are presumed
Satute of Frauds
piece of legislation which declares that certain kinds of contracts, for examlpe those regarding land, pending marriage and the sale of goods worth over a certain amount of Money, will be invalid unless put into writing and signed by both parts. The original statute was enacted in England in 1677 and serves as basis fort he US statutes.
Real property
Land, including anything attached to it
Formation
act of bringing a contract into existence
Duress
unlawful threat or coercion used to force someone to enter into a contract
Lack of legal capacity
absence of ability of a person to enter into contractual relations, sue or be sued
Assignee
person who receives an assignment
Delegate
to give (duties) to another, to entrust another (with duties)
breach of contract
failure to perform a contractual obligation or interference with another party's performance which incurs a right for the other party to claim damages
remedy
means of preventing, redressing or compensating a violation of a right
injured party
party that has suffered a violation of its legal rights
foreseeability
reasonable anticipation of possible result of an action
general damages
(also actual damages) compensation for proven injury or loss
special damages
(also consequential damages) damages that are awarded due to a particular wrong or particular circumstances
reliance damages
compensation for losses incurred by the plaintiff due to his dependence on the contract being performed
punitive damages
(also exemplary damages) compensation designed to punish the breacing party for conduct found to be reprehensible, e.g. fraud
tort
wrong committed between private individuals for which the law provides a remedy
default
failure to perform a duty, whether legal or contractual; failure to pay a sum that is due
confer
to grant, to bestow
right
interest that is recognised and protected by law
duty
obligation owned or due to another by law
performance
completion of obligations required by contract
vest
1) to give full title to a property to a person 2) to give a person an immediate fixed right
intent
mental desire/willingness to act in a certain way
enforceable right
interest the law gives effect or force
promisee
person to whom a promise, or an assurance that something will or not will be done, is made
promisor
person who makes a promise or an assurance that they will or will not do something
obligee
person to whom tight is owed
obligor
person who ownes a right
assignor
person who transfer his/her rights or duties to another
assignee
person who receives an assignment
delegator
person who transfers his duties to another
delegate
(UK) third party in a delegation to whom the duties have been transfered (US delegatee)
assign
to transfer rights to another
delegate
to give duties to another, to entrust another (with duties)
discharge
to release a person from an obligation
release
to discharge a person from an obligation
race relations
Social, political or personal connections with and between people with different distinguishing physical characteristics
disabilty
condition of being unable to do something due to a physical or mental impairment
date of employment
day which a person's employment begins
unfair dismissal
unjust termination of an employee's employment contract. The question is whether the employer acted reasonably in dismissing the employee.
trade union
(UK) association of employees formed to further their mutual interests with respect to their employment, for example working hours, wages, conditions, etc. (US labor union)
arbitration
form of dispute resolution (an alternative to litigation through the court system) in which disputes are heard and decided by an impartial arbitrator or arbitrators, chosen by the parties to the dispute
picketing
demonstration outside a place of work in which people congregate to dissuade others from entering the building, usually done in attempt to persuade another party to meet certain demands. It is often done during a strike.
injunction
official order from a court for a person to do or stop doing something
lockout
preventing people from entering a building by locking it, such that employees cannot work
goods
items of personal property other than money (US good can be used in the singular)
transfer
to convey or to pass property or a right to another by any method
title
right to control and dispose of property or the right to ownership in property
tangible chattel
property other than land that is capable of being touched or felt
merchant
person who is engaged in the buying and selling of goods for profit
passage of title
exchange of ownership in a property
warranty of title
guarantee that seller has title to the property being sold, that there are no liens or encumbrances on the property other than those that have been disclosed, and that the transfer of property is valid
implied warranty
guarantee that is implied by law rather than promised by the seller
express warranty
guarantee that is created by the seller, whether oral or written
delivery
formal act of transferring something or passing possession on to someone else
passing of risk
the point at which the risk (e.g. of damage) passes from one party to another (and therefore also the responsibility, for example, for insuring goods)
Sale of Goods Act
(UK) Act governing the sale of goods in the UK
good title
title that is valid and free from defects such as liens, litigation or other encumbrances
holder of title
person who owns the right to control and dispose of a particular piece of property
Goof Faith
state of mind whereby a person has an honest conviction that they are observing reasonable commercial standards of fair dealing
merchantability
warranty implied by law that something is fit for ordinary purposes for which it is used
sale by sample
sale by which the seller provides an example of the goods to the buyer which then leads to an understanding that the rest of the goods will be of the same standard as the example
express warranty
guarantee that is created by the seller whether oral or written
disclaimer
reputation or denial of a legal right or claim
real property
land, including anything attached to it
personal property
(also chattels in common law) things that are movable (as opposed to real property) and capable of being owned
tenement
property which is the subject of tenure (a mode of occupying land whereby possession is held by a tenant, but absolute ownership lies in another person), i.e. land
hereditament
property which can be inhereted; also refers to land in general
Freehold estate
property whose duration of ownership or occupation is not determined
leasehold
property whose duration of ownership or occupation is fixed or capable of being fixed
fee simple
whole interest in a piece of real property, the broadest interest in property allowed by common law
fee tail
interest which lasts as long as the original grantee or any of his descendants live
life estate
estate granted only for the life of grantee
pur autre vie
estate granted only for the life of someone other than the grantee
inheritance
property which is transferred upon death to a person designated as an heir
escheat
reversion of land to the state if the land owner dies without a will or without any heirs
grantee
person to whom a grant of property is made
life tenant
person who holds a life estate or an estate pur autre vie, or for the benefit of another
remaindermen
person who is entitled to what is left of an estate after the life tenant dies and the parts of the estate that are handed down in his will are carved out
lease
contract for which the use and occupation of a property is conveyed to another, usually in exchange for a sum of money (rent)
term of years
fixed period of time for which an estate is granted
licence
(UK) permission or authority to do something which would otherwise be illegal. No interest is transferred in this case (US license)
Statute of Frauds
piece of legislation which declares that certain kinds of contracts, for example those regarding land, pending marriage and the sale of goods worth over a certain amount of money, will be invalid unless put into writing and signed by both parties. The original statute was enacted in England in 1677 and serves as a basis for the US statutes.
easement
right enjoyed by a person other than the owner of a piece of land to use or control that land, or a part of that land. No property rights are conferred upon the person using the land of another. An example of an easement is crossing a part of another's land in order to access a public road.
usufruct
right to use another person's property for a period of time, to be later restored to the owner with only ordinary wear and tear
mortgage
transfer of legal title of a property, often land, to another as security for payment of a debt
financing measures
methods of securing funds or money