Content.

Page No

01.Question Paper 03
02.Introduction of Glossary 05
03.Glossary for Business Law 06
1.Introduction to Law 06
2.Law of Contract 09
3.Bills of Exchange 12
4.Commercial Law 17
5.Company Law 21
6.Winding Up Companies 25
7.Sources of Law 29

04.References 34

Page 1 | 34
01.QUESTION PAPER.
University of Jaffna
Faculty of Management Studies and Commerce
Department of Marketing
Assignment II
BBAM 2212 : Business Law
Nature of the assignment Individual Assignment
Assignment submission date 5th August 2020 ( Before 11.55 PM)
Last date of acceptance (with penalty 7th August 2020( Before 11.55 PM)
and marks reduction)

Assignment Requirements
This assignment should be conformed to the Assignment Guidelines presented as below:
• Assignment should be submitted before the last date of acceptance.
• Submit the soft copy of the assignment.

Assignment Topic
Glossary of Business Law

A glossary alphabetically lists essential words and tells what they mean:

Part I
Prepare Glossary for the subject of “Business Law” under the specified
lessons below:

1. Introduction
2. Law of Contract
3. Bills of Exchange
4. Commercial Law
5. Company Law
6. Winding up of companies
7. Sources of Law

Note:
• Valuable preparation of assignment with creative idea is expected from this
individual assignment.
• Comparative marks evaluation will be applied for assessment of this
assignment

Page 2 | 34
Instructions to prepare assignment
Steps to Follow for individual assignment

1. No page limit
2. Preparation of Soft copy must include the following pages:
a. Front page
b. Question Paper
c. Body
d. Reference.
3. For you reference (models of Glossary)
a. https://dictionary.findlaw.com/legal-glossary/small-business-law.html
b. http://www.lawplainandsimple.com/legal-guides/article/a-small-glossaryfor-business-law

Page 3 | 34
02.Introduction of Glossary

A glossary, also known as a vocabulary or clavis, is an

alphabetical list of terms in a particular domain of
knowledge with the definitions for those terms.
Traditionally, a glossary appears at the end of a book
and includes terms within that book that are either
newly introduced, uncommon, or specialized. While
glossaries are most commonly associated with non-
fiction books, in some cases, fiction novels may come
with a glossary for unfamiliar terms.

A bilingual glossary is a list of terms in one language

defined in a second language or glossed by synonyms
(or at least near-synonyms) in another language.

In a general sense, a glossary contains explanations of

concepts relevant to a certain field of study or action.
In this sense, the term is related to the notion of
ontology. Automatic methods have been also
provided that transform a glossary into an ontology
or a computational lexicon.

Page 4 | 34
 03.Glossary for Business Law
1. Introduction to Law
A. Acknowledgment - A statement of acceptance of responsibility. The short declaration
at the end of a legal paper showing that the paper was duly executed and
acknowledged.
Acquittal - a jury verdict that a criminal defendant is not guilty, or the finding of a
judge that the evidence is insufficient to support a conviction.
Active judge - a judge in the full-time service of the court. Compare to senior judge.
Adjudicate - make a formal judgement on a disputed matter.
Apex Court - a supreme court.
Appeal - a request made after a trail by a party that has lost on one or more issues that
a higher court review the decision to determine if it was correct.
Arrest Warrant - An order by a judge that gives permission for a police officer to
arrest a person for allegedly committing a crime.

B. Bankruptcy - a legal procedure for dealing with debt problems of individuals and
businesses.
Bankruptcy court - the bankruptcy judges in regular active service in each district, a
unit of the district court.
Bankruptcy petition - a formal request for the protection of the federal bankruptcy
laws.
Burden of Proof - In the law of evidence, the necessity or duty of affirmatively
proving a fact or facts in dispute on an issue raised between the parties in a lawsuit.
The responsibility of proving a point or points: The level of the burden of proof for
a type of case indicates the degree to which the point must be proven. For example,
in a civil case the burden of proof rests with the plaintiff, who must establish his/her
case by such standards of proof as a preponderance of evidence or clear and
convincing evidence. In a criminal case, the burden on the prosecutor is to establish
the defendant’s guilty beyond a reasonable doubt, a much stricter standard.

Page 5 | 34
C. Capital Crime - A crime possibly punishable by death.
Case Law - Law established by previous decisions of appellate courts.
Civil Law - the system f law concerned with private relations between members of the
community rather than criminal, military, or religious affairs.
Constitution - a body of fundamental principles or established precedents according to
which a state or other organization is acknowledged to be governed.
Conviction -A judgment of guilt against a criminal defendant.
Criminal Law - a system of law concerned with the punishment of offenders.
Cross appeal - An application by a respondent in an appeal also seeking a review of
the lower court or tribunal decision and made in response to the appeal. A cross
appeal is not required if the respondent is simply seeking that the decision of the
lower court or tribunal be upheld.
Cross-Examination - The questioning of a witness produced by the other side.
Cyber Law - IT or computer law or internet law is s term that addresses legal issues
pertaining to information technology.

E. Executor - is the person named in the will to administrator the property.

F. Full Court -Three or more judges sitting together to hear a proceeding.

G. Guardianship - legal right given to a person to be responsible for the food, housing,
health care, and other necessities of a person deemed incapable of providing these
necessities for himself or herself

I. Intellectual Property - intangible property that is the result of creativity, such as

patent, copyrights, ect.
International Law - a body of rules established by custom or treaty and recognized by
nations as binding in their relations with one another.

J. Joint petition - One bankruptcy petition filed by a husband and wife together.
Jurisdiction - the official power to make legal decisions and judgement.
Jury instructions - A judge's directions to the jury before it begins deliberations
regarding the factual questions it must answer and the legal rules that it must apply.

Page 6 | 34
 Jury - The group of persons selected to hear the evidence in a trial and render a verdict
on matters of fact.

L. Law of Succession - the law which regulated inheritance of property.

Legislation - the process of making or enacting laws.
Legitimacy - conformity to the law or to rules.

M. Mercantile - relating to trade or commerce; commercial.

N. National Law - is the law that applies to a particular country.

O. Offences - a breach of a law or rule, an illegal act.

P. Personal Law - is the law applies only to specific person in a particular territory.
Plaintiff - A person or business that files a formal complaint with the court.
Primary Court - which is the lowest curt of first instance was established under the
judicature Act No 2 of 1978
Private Law - a branch of the law that deals with the relations between individuals or
institutions, rather than relations between these and the state.

S. Settler - the person who crated the trust.

Special Laws - laws are rules and principles that apply to a particular category of Sri
Lanka.
Standard of proof - Degree of proof required. In criminal cases, prosecutors must
prove a defendant's guilt "beyond a reasonable doubt." The majority of civil
lawsuits require proof "by a preponderance of the evidence" (50 percent plus), but
in some the standard is higher and requires "clear and convincing" proof.
Substantive law - deals with written statutory law passed by legislation.

T. Termination - to come to an end in time or effect.

Territorial Law - is the law applies alike to all persons within a given territory.
Testator - is the person making the will (document passing the property)
The Estate - the property passed on the death of the owner.

Page 7 | 34
 The Will - is the document passing the property.
Trustee - the person who hold the trust.

W. Witness -A person called upon by either side in a lawsuit to give testimony before the
court or jury.

02.Law of contract
A. Acceptance - When you accept an offer, it must be an unconditional and unequivocal
acceptance to the exact terms of the offer. If not, it becomes a counteroffer.
Agreement- meeting of the minds between parties.
Arbitration- Arbitration clauses set up provisions whereby independent and binding
arbitrators settle contractual disputes.

B. Boilerplate- Standard contract clauses use universal language as a type of template.

Breach of contract- The failure of a party to satisfy the terms or conditions of a
contract.

C. Capacity- having legal authority or mental ability.

Commercial agreement- legally binding contract between parties where both are
required to do particular activity.
Conditions- Provisions of a contract that specify a particular occurrence. In the event
these conditions happen, this is what the contract does in response.
Consideration- Something of value that is bargained for and given in exchange for the
promise contained in the offer.
Contract- legally enforceable agreement between two or more parties.

D. Damages- Something, such as monetary compensation, that is awarded for a breach of

contract.
Debriefing- Explaining to an unsuccessful bidder why they were not awarded a
contract.

Page 8 | 34
 Destruction- the action or process of causing so much damage to something that it no
longer exist or cannot be repaired
Domestic agreement- an agreement reached between two people living in a family,
relationship, which outlines their particular rights
Duress- threatening or pressurizing someone to do something by force

E. Employment contract- A legally binding agreement between an employer and an

employee.
Entire Agreement- A clause that protects the contracting parties by declaring that the
contract represents the complete and final agreement between the parties.
Executed consideration- an act in return for a promise.
Express term- the term actually stated in the contract.

F. Failure of issue- the condition of producing no children to inherit one’s estate.

Force Majeure- A clause that excuses a party when they fail to do their contractual
duties owing to circumstances beyond their control.
Frustration- stopping a contract.

G. Guarantee- An agreement that allows one party to provide assurance of a second

party's loan duty to a third-party. common business, share its costs, profits, and
losses.
Guaranty- Guaranty of loan is an agreement where one party guarantees a second
party’s loan obligation to a third party.

I. Implied term- are terms and clauses that are implied in contract by law or custom.
Invitation to treat- initial negotiations between parties before definite offer.

L. Lapse of time- if a time is fixed for acceptance and that is not adhered by the offeree
then the offer will lapse.
Legal consequences- law related consequences of an action.
Legality of contracts- contracts entered in to for an illegal purpose such as contracts
to kill, drug dealing and prostitution will be null and void contracts.

Page 9 | 34
M. Misrepresentation- where one party to a contract makes a false statement of fact to
the other which that other person relies on.

O. Obligation- A requirement established legally in a contract or as a result of damage

done to some entity or property.
Offer- A clearly stated request for the possible supply of goods or services for a
defined monetary reward, which becomes a legally binding contract when granted.
Offeree- the person to whom the proposal to enter in to the contract is made
Offeror- a person or an entity who makes a proposal to another to enter in to contract

P. Past consideration- where one party has already performed an action before the other
party even agreeing to an obligation
Proposal- a plan or suggestion

R. Recitals- Introductory paragraphs of a contract that describe the nature of the contract
and why each party has elected to enter into the agreement.
Rejection- offeree rejects the offer.
Rescind- To cancel a contract.
Restrictive covenant- An agreement between parties not to work with competitors
within a defined period in the agreement.
Revocation- withdrawal of an offer by the offeror.

S. Settlement discount- A discounted price offered by a supplier to a buyer for

immediate clearance of invoices.

T. Tender- supplying a price for a job.

Termination of offer- offer may be terminated by rejection, revocation, lapse of time,
failure to fulfill a condition which the contract was subjected to and death of parties.

U. Underwriter- a person who signs as party to a contract.

V. Variation of price- Terms of payment that provide for an alteration in price caused by
defined events such as an upsurge in the volume of sales above a defined limit.

Page 10 | 34
 Void- one that cannot be performed or completed at all.
Voidable- capable of being declared invalid.

W. Waiver- A known right or privilege that's intentionally let go of.

Warranty- a promise that a proposition of fact is true.

03.Bills of Exchange
B. BACS- The payment system which processes payments through two principal
electronic payment schemes: Direct Debit and Bacs Direct Credit. The payment
system is operated by Bacs Payments Schemes Limited (BPSL).
Balloon Payment- Balloon Payment is a repayment of the outstanding principal and
accrued interest typically at the end of a loan period. Often, payments may be lower
in the years before the balloon payment comes due, but there is a big amount owed
at the end of the loan.
Bank Giro Credit (BGC)- A paying-in slip used by a customer to pay cash or cheques
into a bank account.
Batch- the transmission or processing of a group of payment orders and/or securities
transfer instructions as a set at discrete intervals of time.
Beneficiary bank- The bank that provides the account for the recipient of the cheque
into which the cheque is deposited.
Beneficiary- The person or business to whom the cheque is payable. Other terms
meaning the same are recipient and payee.
Bill of exchange- is an unconditional order in writing, addressed by one person to
another, signed by the person giving it, requiring the person to whom it is addressed
to pay on demand or at a fixed or determinable future time a sum certain in money
to or to the order of a specified person, or to bearer”.
Bounced- A bounced cheque is one “returned unpaid” from the paying bank, normally
because the payer does not have sufficient funds in their account.

Page 11 | 34
 Broker-dealer- a person or firm sometimes acting as broker and sometimes as
principal intermediary in securities transactions. A broker is a firm that
communicates bid and ask levels to potential principals and otherwise arranges
transactions as agent for a fee, without acting as counterparty in the transactions.

C. CHAPS- Clearing House Automated Payment System: A guaranteed (real-time gross

settlement) same-day service for the electronic transmission of sterling-
denominated payments within the UK. It is often used for large purchases, for
example when buying a house. There is usually a charge for the service.
Cheque and Credit Clearing Company- The organisation that provides the central
payment system services for the exchange and settlement of cheques and credits. It
also manages the operational processes of these services to ensure that cheques and
credits remain a viable, secure and efficient choice of payment for everyone who
uses them.
Cheque Clearing System- The processing system managed by the Cheque and Credit
Clearing Company, which clears paper cheques that have been paid into customers’
accounts.
Cheque clearing timescales- The time taken from when the bank receives a cheque
that a customer has paid into their account, through to the point at which the money
is available for withdrawal and the customer can be certain that their cheque won’t
bounce.
Co-Borrower- is an additional borrower on a loan whose credit and possibly income is
used to qualify for approval of an application for a loan. Co-borrowers are equally
responsible for repayment of the loan because their name appears on the promissory
note.
Co-Signer- A co-signer is similar to a co-borrower. A co-signer agrees to provide their
credit strength to an application for a private student loan. If the private student
loan is taken, the co-signer will be named on the promissory note. Co-signers serve
as an additional resource of repayment if the primary borrower fails to pay.
Credit Bureau- A Credit Bureau is a company that collects and report on a person's
credit information to financial organizations. The credit bureaus collect information
on the amounts of debt, repayment history, and other credit information about
individuals.

Page 12 | 34
 Creditworthy- Creditworthy is an assessment of a person's financial behavior to
typically determine if they are worthy of being able to take on more credit based on
the prior repayment history and credit score.
Crossing- Two parallel lines across the face of a cheque, with or without words written
inside the lines.
CSS Profile- CSS Profile stands for the College Scholarship Service Profile from the
College Board. The CSS Profile is an online financial aid application used by over
400 colleges, universities, professional schools, and scholarship programs to award
non-federal government.

D. Demand Note- A Demand Note is a communication by the lender that requests

immediate payment.
Drawee- The bank or financial institution who is instructed by its customer to pay the
cheque on presentation.
Drawer- The bank customer who writes out the cheque.

E. Endorsee- The party to whom an endorser transfers a cheque and who therefore
acquires the right to payment.
Endorser- A party (usually the payee) who transfers a cheque by signing the cheque.
E-Signature- E-signature is an electronic signature that is legally the equivalent to a
handwritten signature.

F. Faster Payments- The Faster Payments Service is the payment system that provides
near real-time payments. It is operated by the Faster Payments Scheme Limited
(FPSL). The Faster Payments service enables banks to process one-off payments
made over the internet or by phone within a couple of hours, benefiting customers
by speeding up the clearing of their payments. Customers are able to make internet
and phone payments outside of banking hours, even at the weekend. The service
also speeds up standing order payments, enabling them to be cleared on the day
they are sent on bank working days.
Forbearance- Forbearance is an agreement between a borrower and their lender to
reduce or postpone repayment for a designated period of time based on meeting
specific conditions. For most federal student loans in the borrower's own name,
forbearances typically granted for no more than 12 months at a time. Interest
continues to accrue during forbearance.

Page 13 | 34
 Funding Gap- Quatromoney defines the funding gap is when the 4-year sticker price
minus the sumae of the projected gift aid, family savings available to pay for
college, and cash from income.

G. Gift Aid- Gift aid is free money to help pay for college costs. Most gift aid includes
scholarship or grant in its name.
Grace Period- Grace period is a defined amount of time when payments are not
required on a loan. Typically this is offered after a borrower graduates or ceases to
be enrolled at least half-time enrollment before the borrower begins repayment on
the loan.

H. Holder for value- A holder who received a cheque in good faith, for value, without
notice of dishonour or defect in title of the previous holder.
Holder in due course- A holder in due course holds the cheque free of any prior
defects in title, and may enforce the cheque against any person liable on the cheque.
Holder- The party in possession of a cheque.

I. IBDE (Inter-Bank Data-Exchange)- A secure electronic network used to transmit

codeline and amount details of cheques from the collecting bank to the paying bank.
Image Clearing System- The processing system through which digital images of
cheques are exchanged and cleared between banks and building societies for
payment.
Inter-bank clearing- The process of clearing payments between two settlement
members.
Inter-branch clearing- Also known as intra-bank clearing. The process of clearing
payments between branches or agencies of the same settlement member.

M. Merit Aid- Merit aid is the opposite of need-based aid. Merit aid refers to
scholarships, grants and other "free" money awarded by a college or university to a
student which are not based on the financial situation of the student.
Misrepresentation — The deception of one party by another through false statements.

N. Not negotiable- When written on the face of a cheque, acts as a warning to any holder
that their rights to payment are only as good as that of the previous holder.

Page 14 | 34
P. Payee- The beneficiary or recipient of the cheque in to whose account the cheque is
paid.
Payer- The person, business or charity that writes and issues the cheque.
Payer’s bank or Paying bank- The bank or building society where the person,
business or charity who wrote the cheque holds their account.
Promissory Note- A promissory note is a legal document containing a promise to pay
a sum to lender which includes the terms and conditions for payment, estimate of
costs and the way in which interest rates and fees are calculated. The borrower is
asked to sign the document to indicate their commitment and understanding as well
as providing a promise to repay.
Recipient- The person, business or charity who receives the cheque and to whom the
cheque is payable. Also called the beneficiary or payee.

R. Recipient’s Bank- The bank or building society where the recipient of the cheque
holds their account.

S. Settlement service provider- A settlement service provider is appointed to provide

settlement services to the Cheque and Credit Clearing Company and/or the
settlement members for the purpose of enabling the settlement members to settle
amounts and make payments due in respect of the clearings in which they operate.
Standard- A standard is an agreed, repeatable way of doing something. It is a
published document that contains a technical specification or other precise criteria
designed to be used consistently as a rule, guideline, or definition.
Stopped cheque- A cheque that the person who wrote it has asked its bank not to pay.
The payment of the cheque has been prevented.

U. Unpaid cheque- A cheque that has been returned unpaid to the recipient’s bank by the
payer’s bank, normally because the payer does not have sufficient funds in their
account. It is also known as a bounced cheque.

04.Commercial Law

Page 15 | 34
A. Affiliate marketing- A retailer or service provider advertising its goods or services via
a third party in return for a commission on any sales.
Agent- An individual/entity who transacts, represents, or manages business for another
individual/entity. Permission is provided by the individual/entity being represented.
Assignee- Individual to whom a contract is assigned.

B. Benchmarking- Checking your company’s standards by comparing them with certain

criteria, e.g. a competitor’s activities.
Bid-offer spread- The buying (offer) and selling (bid) price of shares, bonds or
currency. The ‘spread’ is the difference between those two prices.

C. Cancellation Clause- A provision in a contract (e.g., lease) that confers the ability of
one in the lease to terminate the party’s obligations. The grounds and ability to
cancel are usually specified in the lease.
Capitalization Rate (Cap Rate)- The value given to the property when the Net
Operating Income (NOI) is divided by the current market value or sales price. A cap
rate can be used as a rough indicator of how quickly an investment will pay for
itself. The higher the cap rate, the better.
Certificate of Occupancy(CO)- The government issues this official form, which
states that the building is legally ready to be occupied.
Commissions Split- An agreed upon division of commissions earned between a sales
agent and sponsoring broker, or between the selling broker and listing broker.
Common Area Maintenance (CAM)- This is the amount of additional rent charged to
the tenant, in addition to the base rent, to maintain the common areas of the
property shared by the tenants and from which all tenants benefit. Examples
include: snow removal, outdoor lighting, parking lot sweeping, escalators,
sidewalks, skyways, parking areas, insurance, property taxes, etc. Most often, this
does not include any capital improvements that are made to the property.
Contiguous- Touching at some point or along a boundary.
Contingency- A requirement in a contract that must occur before that contract can be
finalized.

D. Default- Failure to fulfill a promise, discharge an obligation, or perform certain acts.

Page 16 | 34
E. Estoppel Certificate- A legal instrument executed by the one taking out the mortgage
(i.e., mortgagor). The owner of a property may require an individual leasing a
property to sign an estoppel certificate, which verifies the major points (e.g., base
rent, lease commencement and expiration) existing lease between the landlord and
tenant.
Exclusive Agency- An agreement in which one broker has exclusive rights to
represent the owner or tenant. If another broker is used, both the original and actual
broker are entitled to leasing commissions.

F. Fiduciary- A person who represents another on financial/property matters.

Fixtures- Personal property so attached the land or building (e.g., improvements) it is
considered part of the real property.
Franchise- A commercial agreement, which allows one party to do business with the
product, property, or business name of another party.
Fraudulent trading- This is where the business continues to trade without any way of
repaying the debts and with the intention of defrauding creditors. Any director who
is considered to have traded in this way risks disqualification or becoming
personally liable.

G. Grace Period- Additional time allowed to complete an action (e.g., make a payment)
before a default or violation occurs.
Gross Lease- A lease of property whereby the landlord (i.e., lessor) pays for all
property charges usually included in ownership. These charges can include utilities,
taxes, and maintenance, among others.

I. Instrument-A written legal document created to secure the rights of the parties
participating in the agreement.
Irrevocable-Incapable of being altered, changed, or recalled.

J. Judgement- A formal decision issued by a court relating to the specific claims and
rights of the parties to an act or suit.

L. Letter of Intent-An Informa, usually non-binding, agreement among parties indicating

their serious desire to move forward with negotiations.

Page 17 | 34
 Listing- An employment contract between principal and agent that authorizes the agent
(such as a broker) to perform services for the principal and his property.
Loss Factor- What percentage of the gross area of a space is lost due to walls,
elevator, etc. Rule of thumb in Manhattan is approximately 15%.

M. Meeting of the Minds-When all individuals to a contract agree to the substance and
terms of that contract.
Multiple Listing- An arrangement among Real Estate Board of Exchange Members,
whereby each broker presents the broker’s listings to the attention of the other
members so that if a lease results, the commission is divided between the broker
bringing the listing and the broker making the lease.

N. Net Lease-Also called triple net lease. The lessee pays not only a fixed rental charge
but also expenses on the rented property, including maintenance.
Non-Disturbance Agreement-The tenant signs this to prevent himself from being
evicted if the property owner does not pay its mortgage to the bank.

O. Open Listing-A listing given to any broker without liability to compensate any broker
except the one who first secures a buyer who is ready, willing, and able to meet the
terms of the listing, or secures the acceptance by the landlord of a satisfactory offer;
the lease of the property automatically terminates the listing.

P. Power of Attorney- A written instrument duly signed and executed by an individual

which authorizes an agent to act on his behalf to the extent indicated in the
document.

R. Realtor- A coined word which may only be used by an active member of a local real
estate board, affiliated with the National Association of Real Estate Boards.
Restriction- A restriction, often specified in the deed, on the use of property.
Revocation- An act of rescinding power previously authorized.
Rule of Thumb-A common or ubiquitous benchmark. For example, it is often
assumed that each worker in an office will need approximately 250 square feet of
space.

S. Statute of Frauds-State law (founded on ancient English law) which requires that
contracts must be reduced to written form if it is to be enforced by law.

Page 18 | 34
 Statute of Limitations-A law barring all right of redress after a certain period of time
from the moment when a cause of action first arises.

T. Tenancy in Common-Ownership of property by two or more individuals, each of

whom has an undivided interest, without the right of survivorship.
Tenant Improvements- Work done on the interior of a space, can be paid for by
landlord, tenant, or some combination of both, depending on the terms of the lease.
Tie-in Arrangement- A contract where one transaction depends upon another
transaction.
Triple Net Lease- A lease requiring tenants to pay all utilities, insurance, taxes, and
maintenance costs.

U. Urban Property- Property in a city or a high-density area.

V. Valid-A binding situation that is authorized and enforceable by law.

Valuation- Estimated price, value, or worth. Also, the act of identifying a property’s
worth via an appraisal.
Variance- Government authorization to use or develop a property in a manner which is
not permitted by the applicable zoning regulations.

W. Work Letter- An amount of money that a landlord agrees to spend on the construction
of the interior of a space per the lease, usually negotiated.

Z. Zone- An area, delineated by a governmental authority, which is authorized for and

limited to specific uses.
Zoning Ordinance- A law by a local governmental authority (e.g., city or county) that
sets the parameters for which the property may be used.

05.Company Law
A. Acquisition- The purchase of one company or resources by another.

Page 19 | 34
 Actuary- An actuary is a person employed by pension providers and insurance
companies. Their role is to calculate accident rates, life expectancy and the relevant
payouts.
Annual equivalent rate (AER)- A quote of what interest paid on savings and
investments would be. It is calculated by adding each interest payment to the
original deposit, then working out the next interest payment, compounding the
interest.
Annual percentage rate (APR)- This is the rate of interest you agree to pay on money
borrowed. The higher the amount, the more you will pay.
Annuity- This is a type of insurance policy. Upon retirement a lump sum is paid into it
and the insurance company then provide a regular income.
Appointment- The designation of a person to do a job. A person appointed to a
position. See also power of appointment.
Arbitrage- The process by which a person or business takes advantage of the
difference in price of a share or a currency.
Articles of association- The document which set out a company's rules.

B. B2B- Business to business.

B2C- Business to consumer.
Black swan- Financial events that are difficult to predict. It is called this because
before people ventured to Australia, swans were assumed to only be white. No one
had seen a black one until then.
Board of directors- The governing body of a corporation that is elected by
shareholders and that sets company policy and appoints officers.
Bond- An agreement made when money is borrowed from an investor at a set rate of
interest. It is repaid over a set period of time. Bonds are rated from the safest
(AAA) to the riskiest also known as 'junk bonds'.
Bootstrapping- Building a start-up company with very little money, often relying on
personal savings and pushing for the lowest possible operating costs, while
implementing cost-saving systems such as fast inventory turnaround or Making a
forecast beyond a certain period by using the forecasted data for that period.

Page 20 | 34
C. Change of Name Act- Ontario statute that governs how a person's name can be legally
changed.
Company- A group or association of people with the purpose of running a business or
commercial enterprise; a business.
Company name restrictions- You will only be permitted to register a company with a
name that is the same as, or similar to, an existing company, if your company is
going to be part of the same group, or the existing company provides a ‘letter of
non-objection’ consenting to the registration.

D. Delegation- A group of representatives or delegates.The transfer of power by one

branch of the government to another.
Disqualify- To pronounce a person ineligible to perform a particular task, usually due
to some offense or failure to observe applicable rules.

E. Eligible- Able or qualified to do or receive something.

G. General meeting- A meeting of the members of a company to make decisions about

the company.
Going concern- Where a company is trading and making a profit. The business of a
company can sometimes be sold as a going concern, (using the same trading name,
employees, customer list etc.). Legal advice should always be taken by both the
seller and buyer before negotiations take place.
Guarantee company- A company whose members only have to pay the amount they
have agreed to contribute, if the company has to be wound up. They do not have to
pay in extra money if there is not enough to pay all the company's debts.

I. Incorporate- To combine something into something else as part of one whole. To

create a corporation.

J. Joint venture- An agreement that allows two or more independent businesses to run.

L. Liability- The subjection of a liable entity to legal obligations.

Limited company- Is a company with its own legal identity. A limited company has
members who own shares in the company and directors who are responsible for its
running. Directors and shareholders are not personally liable for any of the

Page 21 | 34
 company's actions providing they act in accordance with their duties as set out by
the Companies Act.
limited liability company- A business organization, often managed by its members,
with limited liability and limited ability to transfer ownership. L.L.C.
Limited Liability- Owners of a company have their personal liability for the
company's debts limited. Their liability is limited to the value of the shares they
own. In other words their liability is limited to the amount they agreed to pay for the
shares when they purchased them.
Liquidation- The official disbanding of a company or business partnership.

N. Net assets- Is defined as a company's assets minus its liabilities. This is known as ‘net
worth’ for individuals.

O. Obligation- A legal duty to do something.

Offshoring- The practice of a business having some or all of its operations performed
in a foreign country by local workers, usually for cost reasons.
Oppression- the offence of public officials using their official positions to harm or
injure people.

P. Parent company- A company that owns more than 50 percent of the right to vote or
controls the board of directors of another company.
Partnership- The joining of two or more organizations to run a business together.
Patent- A license or authority exclusively conferred on an inventor for their invention,
allowing them the monopoly of producing, marketing, profiting from, and taking
credit for it for a defined period.
Public Notice- A public notice is required to be given within a month from the
incorporation of the company which is stated in Section 9 of the Companies Act
No. 7 of 2007. The notice carrying the details of the company name, date of
incorporation, registration number and address of the office are supposed to be
published in Government Gazette as well as in any of the daily newspaper in
English, Sinhala and Tamil languages

Q. Quorum- The least number of people required at a meeting in order to make binding
decisions.

Page 22 | 34
R. Registrar of Companies- an official in charge of the office which keeps records of
registered companies. There is a registrar for Scotland and another one for England
and Wales.

S. Shadow director- Anyone who is directly involved in running a company, even

though they are not registered as a director at Companies House. They may be
involved in making important decisions about the business or effectively ‘calling
the shots’.
Shareholder- A person who owns shares of stock; synonymous with stockholder.
Shareholders' agreement- An agreement between shareholders on the running of
their company
Statement of Affairs- Prepared by the directors, usually with the help of a licensed
Insolvency Practitioner, it is a statement of a company's assets and liabilities at the
date of its winding up, Receivership or Administration.
Statutory books and register- According to the Companies Act, Statutory Registers
are the registers that contain the specific record of the company's shareholders,
directors, deposits, loan & guaranty, etc. and are placed at the Registered Office of
the Company.
Stock turn- The amount of use the total stockholding of an item gets annually,
calculated by dividing the sum of yearly usage by the average stockholding.
Succession- Several people or things of the same type following one after the other.
Inheriting a title or right to property through a will. Following someone in a
position, office, or other situation. See also succeed.

T. Transaction- One instance of conducting business, such as buying or selling an item;

an agreement or act involving at least two people that alters their legal rights in
relation to one another.
Turnover- The total money a company receives for its services before any costs are
taken off.

Y. Yield- The income from an investment. Calculated by taking the annual dividend or
interest payment, multiplying by 100 and dividing by the current market price.

Page 23 | 34
06.Winding up of companies
A. Arrears- A term used when a debt has not been paid on time and payments are late
and overdue. If the debt is not paid then action may be taken to get the money back.
Assets- Anything owned by an individual or company, which has a value now or will
have in the future e.g. vehicles, shares, money including that in the bank account,
property and money owed to you.

B. Balance sheet insolvency- having negative net assets (liabilities exceed assets).
Book debts- This is money owed to a company or individual for goods or services that
have been supplied.
Business debts- These are debts that are in the trading name of a sole trader or
partnership. For businesses who have the same trading name as their personal name,
business debts are ones that have been built up specifically from the business.
Business insolvency- Business insolvency can be defined in two different ways:

C. Cash flow insolvency- unable to pay debts as they become due

CCJ- CCJ stands for County Court Judgement, which is a court action where an
individual or company has taken another person or company to court for unpaid
debts. The court will order the payment of the debt within a set period of time and if
it is not, the person or company owed the money will be able to take further action.
Cease- An order by a court, agency, or judicial body telling someone to stop doing a
particular activity, usually because the activity in question is illegal.
Companies House- All limited companies, LLPs and PLCs are registered here. All
information is stored and available to the public. Companies House also set up
(‘incorporates’) and closes down (‘dissolves’) companies.
Company debts- Money owed by a company to a third party, such as a supplier or a
lender.
Compulsory- Required; obligatory.
Consequence- A result; the result that naturally follows a cause.

Page 24 | 34
 Conviction- A judgment of guilt against a criminal defendant.
Creditors- Any business, person or body owed money by a company or person. It can
also be someone who will (or may) be owed money in the future due to obligations
which have been taken on.
Creditors' Meeting- A meeting of Creditors generally held to appoint a
liquidator/trustee or to consider a proposal for a voluntary arrangement. Creditors
have the opportunity to vote for or against a proposed voluntary arrangement.
Creditors' Voluntary Liquidation (CVL)- A process in which the company will stop
trading, all contracts will be ended and assets sold. The shareholders of the
company will decide to liquidate the company and work with an insolvency
practitioner to complete the process. In some cases, the business of the company
can be sold to another company as a going concern.

D. Debt- Something, usually money, that is owed; an obligation to pay a certain amount;
see also bad debt.
Debtors- Individuals or companies that owe money to a third party for goods or
services provided, such as customers.
Default notice- A notice issued by a creditor before the start of legal action. It allows
the debtor seven days to pay the amount stated. If the debt is not settled in this time,
then the creditor can take court action.
Department for Business, Innovation and Skills (DBIS)- DBIS is a government
agency working to help the UK respond to the challenge of globalisation and create
the conditions for business success. Promoting enterprise innovation and creativity,
DBIS run The Insolvency Service in England and Wales and assist in many
employment issues such as redundancy.
Director Disqualification- If a director has been found to have acted improperly, the
Insolvency Service may decide that they should be disqualified as acting as a
director or for a period of time.
Directors- A director is responsible for the running, management and control of a
company. Directors are protected from personal risk by the limited liability of a
company. However, they must act professionally and correctly to ensure this
protection.

Page 25 | 34
 Dissolution- The process of breaking up a company that is no longer trading. In order
to start dissolution proceedings a company must not have been trading for at least
three months.
Dissolve- To close, annul, or end; to end the legal existence of a corporation. See also
dissolution.
Distraint- A tool used by landlords where there is unpaid rent. If the landlord has
agreed a payment plan for rent which has not been stuck to, they have various
options including instructing an agent to enter the property and remove goods or
assets to cover the value of the debt. This can be carried out within one week of a
missed payment. A court judgment is not required to allow this to happen.

F. Factoring- Provided by some financial institutions, this is a service where companies

receive payment for their unpaid sales invoices and assistance in the collection of
the debts. The factoring company takes a percentage of this debt as a fee.
Fixed and Floating Charges- Fixed and floating charges are a technical way for a
financial institution lending money to secure some of it. A fixed charge is usually
‘secured’ on a specific asset, such as property or machinery. With a fixed charge,
the company that borrows money could not sell the asset without the permission of
the organisation that has lent it.

I. Insolvency Practitioner- Is a licenced professional who specialises in dealing with

insolvency. They are authorised by the Secretary of State or other recognised
professional bodies such as the ACCA.
Insolvency- This is where a company (trading entity) is unable to pay its debts as they
become due.
Insolvent- When a company or individual cannot afford to repay their debts as and
when they are due. Alternatively, their liabilities are greater than their assets.

J. Joint and several liability- If one or more person enters into an agreement (such as a
mortgage or rent agreement), then all those named on the agreement are liable for
the full amount. A good example of this would be a joint mortgage where the
mortgage company can seek to get any money outstanding one the mortgage from
either or both people named on the mortgage.

L. Legal Charge- A form of security to ensure payment of a debt (e.g. a mortgage)

Page 26 | 34
 Liquidation- When a company becomes insolvent, directors can chose to recommend
to the shareholders that the company be placed into CVL (Creditors’ Voluntary
Liquidation). It then stops trading and once a Liquidator is appointed, its assets are
sold and the resulting funds used towards paying its debts.

N. Negative equity- This occurs when the value of an asset used to secure a loan is less
than the money owed on the loan itself. (E.g. if the value of a property drops on the
market and is worth less than the mortgage on it, this is negative equity)
Net liabilities- Is a company's liabilities minus its assets.

O. Official Receiver- An officer of the court and civil servant employed by The
Insolvency Service, who deals with bankruptcies and compulsory liquidation.

P. Pension fund- A fund into which pension contributions are paid and held.
Personal Guarantee- This is a guarantee given by an individual to pay a company
debt or loan if the company is unable to. This is usually a condition requested by a
lender or a supplier when allowing a company to buy goods on credit. A director of
a company will be asked to sign the guarantee and should the company not make
the repayments as agreed, the lender or supplier will ‘call on’ the personal
guarantee to repay either part or all of the remaining money owed.
Preferential creditor- A creditor entitled to receive payments ahead of unsecured
creditors. These include certain elements of employees' claims and outstanding
payments to occupational pension schemes.
Proxy- A way of voting without actually attending a meeting in person. A proxy
holder may be appointed to attend and vote at a creditors' meeting on behalf of a
company or individual by completing a proxy form and lodging it in accordance
with the directions set out in the letter enclosing the notice of the meeting.

R. Redundancy- Redundancy is where an employee is laid off due to their role no longer
being required. It could be that the company is reducing in size or closing a
department or closing the whole company. Employees may be able to make a claim
to the Insolvency Service if the company cannot afford to pay what is owed to them
in full.
Resolution- A formal expression of the opinion or intended course of action of a
legislative body or other group arrived at through a vote.

Page 27 | 34
S. Secured debt- A debt that is guaranteed against a particular asset (or set of assets).
Supervision order- A court order that a child should be supervised by a probation
officer or a local authority.

U. Unsecured creditor- A creditor who does not hold security against an asset (e.g. credit
cards)

V. Value Added Tax (VAT)- A duty charged on goods and services which are liable for
VAT. A business will usually have to register for VAT if its taxable turnover
exceeds a level set by the Government.
Voluntary- Done willingly, without the influence of or pressure from someone else.

W. Winding up- Disposing of all a company's assets and paying all its debts. Any money
left is then divided among the members.
Winding Up Petition- A creditor can apply to a court for a winding up petition to be
heard if a company does not pay monies due to them. If successful this will lead to
the company being wound up compulsorily with directors having limited control
over the process.

07.Sources of Law
A. Abandon- to intentionally and permanently give up, surrender, leave, desert or
relinquish all interest or ownership in property, a home or other premises, a right of
way, and even a spouse, family, or children. The word is often used in situations to
determine whether a tenant has left his/her apartment and the property inside and
does not intend to come back.
Adoption-the action or fact of legally taking another's child and bringing it up as one's
own, or the fact of being adopted.

B. Binna marriage- A marriage in which the husband joins the wife's family, where the
wife may inherit her family property in equal or more portion. The husband does
not inherit his wife's estate which transfers to their children on her death. The
husband however may administrate her holdings and has life interest on her estate.

Page 28 | 34
 Bride price-things of high value given by a groom to his bride's father. It is a way of
showing respect for the bride and her parents. At the same time, it is a
compensation for the bride's family for the loss of her economic services. It is also a
way of validating the groom's right to future offspring.

C. Case law-The law as established in previous court decisions. A synonym for legal
precedent. Akin to common law, which springs from tradition and judicial
decisions.
Claim- A civil action relating to the physical or mental harm suffered by the plaintiff,
or on behalf of the injured victim, due to negligence of the defendant; a request to
the insurance company by the insured requesting coverage and payment for damage
or injury.
Colony-a country or area under the full or partial political control of another country
and occupied by settlers from that country.
Common law-The legal system that originated in England and is now in use in the
United States, which relies on the articulation of legal principles in a historical
succession of judicial decisions. Common law principles can be changed by
legislation.
Custody- Having rights to your child. Custody can be either legal, which means that
you have the right to make important decisions about your child's welfare, or
physical, which means that the child lives with and is raised by you.

D. Declaration-a formal or explicit statement or announcement.

Defendant-An individual (or business) against whom a lawsuit is filed.
Defendant-In a civil case, the person or organization against whom the plaintiff brings
suit; in a criminal case, the person accused of the crime.
Diga marriage- A marriage in which the wife joins the husband's family, where the
wife may only inherit a lesser or no share of her family property. Her dowry is
incorporated into the wealth of the husband's family.
Disclosure- The release of documents and other information requested or otherwise
sought by the opposing party; to divulge information that is relevant to the case.
Dissolution- Another word for divorce, which is the legal termination of a marriage
relationship.

Page 29 | 34
 Domestic violence- Physical abuse or threats of abuse occurring between members of
the same household.
Done- means a person in whose favour a gift has been made.
Donor- means a person who has made a gift
Dowry- money, property, or other things of high value given by a bride's family to the
groom, ostensibly to establish a new household. It is her share of the family
inheritance. A dowry is, in a sense, the reverse of a bride price.

E. Era-a long and distinct period of history.

Exogamy- a marriage partner selection rule requiring that marriage be with someone
outside of a defined social group such as one's nuclear family. Selection is usually
further restricted by endogamy rules.

F. File-To place a paper in the official custody of the clerk of court to enter into the files
or records of a case.

I. Indigenous laws-the laws of indigenous people treaties between indigenous groups

and the Crown (government) government laws that create rights and obligations
specifically and only affecting indigenous people.
Inhabitant-a person or animal that lives in or occupies a place
Inheritance- is something passed down from your parents to you, or the act of
receiving something passed down from your parents.
Interrogatories- Written questions served by the opposing party that must be
answered in writing as part of the discovery process.

J. Joint legal custody- The sharing, by both parents, of the right to make important
decisions about a child's welfare.
Joint physical custody- The sharing, by both parents, of the actual physical care and
custody of a child.
Judge-An official of the Judicial branch with authority to decide lawsuits brought
before courts. Used generically, the term judge may also refer to all judicial
officers, including Supreme Court justices.

Page 30 | 34
 Judgeship-The position of judge. By statute, Congress authorizes the number of
judgeships for each district and appellate court.
Judgment-The official decision of a court finally resolving the dispute between the
parties to the lawsuit.

L. Legal custody- The right to make important decisions about the raising of your child,
on issues such as health care, religious upbringing, education, etc.

M. Marital property- Generally, all property acquired during the marriage.

Matrimonial- relating to marriage or married people.
Misdemeanor- An offense punishable by one year of imprisonment or less. See also
felony.
Mistrial- An invalid trial, caused by fundamental error. When a mistrial is declared,
the trial must start again with the selection of a new jury.
Moot- Not subject to a court ruling because the controversy has not actually arisen, or
has ended
Motion- A request by a litigant to a judge for a decision on an issue relating to the
case.

N. Non-custodial parent- The parent who does not have physical custody of the
child(ren).

P. Peninsula- a piece of land almost surrounded by water or projecting out into a body of
wate
Polyandry- a woman is married to more than one husband at a time.
Polygamy- "state of marriage to many spouses”, is the practice of marrying multiple
spouses. When a man is married to more than one wife at the same time.
Proof of claim- A written statement describing the reason a debtor owes a creditor
money, which typically sets forth the amount of money owed. (There is an official
form for this purpose.)

R. Remand- Send back.

Page 31 | 34
S. Sanction- A penalty or other type of enforcement used to bring about compliance with
the law or with rules and regulations.
Senior judge- A federal judge who, after attaining the requisite age and length of
judicial experience, takes senior status, thus creating a vacancy among a court's
active judges. A senior judge retains the judicial office and may cut back his or her
workload by as much as 75 percent, but many opt to keep a larger caseload.
Settlement conference- A meeting at which the parties and their lawyers attempt to
settle the case before trial, often ordered by the court.
Special Laws- are rules and principles that apply to a particular category of Sri Lanka.
Split custody- A form of custody (generally not looked upon favorably) in which some
or one of the parties' children is/are in the custody of one parent and the remaining
child(ren) is/are in the custody of the other parent.
Spousal support or maintenance- Financial payments made to help support a spouse
or former spouse during separation or following divorce. Also called alimony.

Page 32 | 34
04.Reference.
De. Smith’s Principles of Judicial Review 2nd edition
Harry Woolf, Jeffrey Catherine Donnelly, Ivan

https://www.lawnet.gov.lk
LAWNET
Ministry of Justice

https://law.cmb.ac.lk
Colombo Law Journal
Faculty of Law
University of Colombo

Citizenlanka.org
Laws of Sri Lanka
Citizen Lanka

https://www.hg.org
Law Articles and Law Related Articles – HG.org
Legal Resoucres

www.inquiriesjournal.com
Law & Justice Articles
Inquiries Journal

https://en.m.wikipedia.org
Index of Law Articles
Wikipedia

https://harvardlawreview.org
Articles
Harvard Law Review

Page 33 | 34
THANK YOU.

Page 34 | 34