A cooperative is "an autonomous association of persons united voluntarily to meet their common economic and cultural needs and aspirations through a jointly-owned and democratically-controlled enterprise". Cooperatives may include: businesses owned and managed by the people who use their services organizations managed by the people who work there multi-stakeholder or hybrid cooperatives that share ownership between different stakeholder groups. For example, care cooperatives where ownership is shared between both care-givers and receivers. Stakeholders might include non-profits or investors. Second- and third-tier cooperatives whose members are other cooperatives platform cooperatives that use a cooperatively owned and governed website, mobile app or a protocol to facilitate the sale of goods and services. Research published by the Worldwatch Institute found that in 2012 one billion people in 96 countries had become members of at least one cooperative; the turnover of the largest three hundred cooperatives in the world reached $2.2 trillion.
Cooperative businesses are more economically resilient than many other forms of enterprise, with twice the number of co-operatives surviving their first five years compared with other business ownership models. Cooperatives have social goals which they aim to accomplish by investing a proportion of trading profits back into their communities; as an example of this, in 2013, retail co-operatives in the UK invested 6.9% of their pre-tax profits in the communities in which they trade as compared with 2.4% for other rival supermarkets. Since 2002 cooperatives and credit unions could be distinguished on the Internet by use of a.coop domain. Since 2014, following International Cooperative Alliance's introduction of the Cooperative Marque, ICA cooperatives and WOCCU credit unions can be identified by a coop ethical consumerism label. Cooperation dates back as far. Tribes were organized as cooperative structures, allocating jobs and resources among each other, only trading with the external communities.
In alpine environments, trade could only be maintained in organized cooperatives to achieve a useful condition of artificial roads such as Viamala in 1472. Pre-industrial Europe is home to the first cooperatives from an industrial context; the roots of the cooperative movement can extend worldwide. In the English-speaking world, post-feudal forms of cooperation between workers and owners that are expressed today as "profit-sharing" and "surplus sharing" arrangements, existed as far back as 1795; the key ideological influence on the Anglosphere branch of the cooperative movement, was a rejection of the charity principles that underpinned welfare reforms when the British government radically revised its Poor Laws in 1834. As both state and church institutions began to distinguish between the'deserving' and'undeserving' poor, a movement of friendly societies grew throughout the British Empire based on the principle of mutuality, committed to self-help in the welfare of working people. In 1761, the Fenwick Weavers' Society was formed in Fenwick, East Ayrshire, Scotland to sell discounted oatmeal to local workers.
Its services expanded to include assistance with savings and loans and education. In 1810, Welsh social reformer Robert Owen, from Newtown in mid-Wales, his partners purchased New Lanark mill from Owen's father-in-law David Dale and proceeded to introduce better labour standards including discounted retail shops where profits were passed on to his employees. Owen left New Lanark to pursue other forms of cooperative organization and develop coop ideas through writing and lecture. Cooperative communities were set up in Glasgow and Hampshire, although unsuccessful. In 1828, William King set up a newspaper, The Cooperator, to promote Owen's thinking, having set up a cooperative store in Brighton; the Rochdale Society of Equitable Pioneers, founded in 1844, is considered the first successful cooperative enterprise, used as a model for modern coops, following the'Rochdale Principles'. A group of 28 weavers and other artisans in Rochdale, England set up the society to open their own store selling food items they could not otherwise afford.
Within ten years there were over a thousand cooperative societies in the United Kingdom. Other events such as the founding of a friendly society by the Tolpuddle Martyrs in 1832 were key occasions in the creation of organized labor and consumer movements. Friendly Societies established forums through which one member, one vote was practiced in organisation decision-making; the principles challenged the idea that a person should be an owner of property before being granted a political voice. Throughout the second half of the nineteenth century there was a surge in the number of cooperative organisations, both in commercial practice and civil society, operating to advance democracy and universal suffrage as a political principle. Friendly Societies and consumer cooperatives became the dominant form of organization amongst working people in Anglosphere industrial societies prior to the rise of trade unions and industrial factories. Weinbren reports that by the end of the 19th century, over 80% of British working age men and 90% of Australian working age men were members of one or more Friendly Society.
From the mid-nineteenth century, mutual organisations embraced these ideas in economic enterprises, firstly amongst tradespeople, in cooperative stores, educational institutes, financial institutions and industrial enterprises. The common thread (enacte
Corporate law is the body of law governing the rights and conduct of persons, companies and businesses. It refers to the theory of corporations. Corporate law describes the law relating to matters which derive directly from the life-cycle of a corporation, it thus encompasses the formation, funding and death of a corporation. While the minute nature of corporate governance as personified by share ownership, capital market, business culture rules differ, similar legal characteristics - and legal problems - exist across many jurisdictions. Corporate law regulates how corporations, shareholders, employees and other stakeholders such as consumers, the community, the environment interact with one another. Whilst the term company or business law is colloquially used interchangeably with corporate law, business law refers to wider concepts of commercial law, that is, the law relating to commercial or business related activities. In some cases, this may include matters relating to financial law; when used as a substitute for corporate law, business law means the law relating to the business corporation, i.e. capital raising, company formation, etc.
Academics identify four legal characteristics universal to business enterprises. These are: Separate legal personality of the corporation Limited liability of the shareholders Transferable shares Delegated management under a board structure. Available and user-friendly corporate law enables business participants to possess these four legal characteristics and thus transact as businesses. Thus, corporate law is a response to three endemic opportunism: conflicts between managers and shareholders, between controlling and non-controlling shareholders. A corporation may be called a company. In the United States, a company may or may not be a separate legal entity, is used synonymous with "firm" or "business." According to Black's Law Dictionary, in America a company means "a corporation — or, less an association, partnership or union — that carries on industrial enterprise." Other types of business associations can include partnerships, or trusts, or companies limited by guarantee. Corporate law deals with companies that are incorporated or registered under the corporate or company law of a sovereign state or their sub-national states.
The defining feature of a corporation is its legal independence from the shareholders. Under corporate law, corporations of all sizes have separate legal personality, with limited or unlimited liability for its shareholders. Shareholders control the company through a board of directors which, in turn delegates control of the corporation's day-to-day operations to a full-time executive. Shareholders' losses, in the event of liquidation, are limited to their stake in the corporation, they are not liable for any remaining debts owed to the corporation's creditors; this rule is called limited liability, it is why the names of corporations end with "Ltd.". or some variant such as "Inc." or "plc"). Under all legal systems corporations have much the same legal rights and obligations as individuals. In some jurisdictions, this extends to allow corporations to exercise human rights against real individuals and the state, they may be responsible for human rights violations. Just as they are "born" into existence through its members obtaining a certificate of incorporation, they can "die" when they lose money into insolvency.
Corporations can be convicted of criminal offences, such as corporate fraud and corporate manslaughter. In order to understand the role corporate law plays within commercial law, it is useful to understand the historical development of the corporation, the development of modern company law. Although some forms of companies are thought to have existed during Ancient Rome and Ancient Greece, the closest recognizable ancestors of the modern company did not appear until the 16th century. With increasing international trade, Royal charters were granted in Europe to merchant adventurers; the Royal charters conferred special privileges on the trading company. Traders in these entities traded stock on their own account, but the members came to operate on joint account and with joint stock, the new Joint stock company was born. Early companies were purely economic ventures; the development of company law in Europe was hampered by two notorious "bubbles" in the 17th century, which set the development of companies in the two leading jurisdictions back by over a century in popular estimation.
Companies inevitably, returned to the forefront of commerce, although in
Public finance is the study of the role of the government in the economy. It is the branch of economics which assesses the government revenue and government expenditure of the public authorities and the adjustment of one or the other to achieve desirable effects and avoid undesirable ones; the purview of public finance is considered to be threefold: governmental effects on efficient allocation of resources, distribution of income, macroeconomic stabilization. The proper role of government provides a starting point for the analysis of public finance. In theory, under certain circumstances, private markets will allocate goods and services among individuals efficiently. If private markets were able to provide efficient outcomes and if the distribution of income were acceptable there would be little or no scope for government. In many cases, conditions for private market efficiency are violated. For example, if many people can enjoy the same good at the same time private markets may supply too little of that good.
National defense is one example of non-rival consumption, or of a public good."Market failure" occurs when private markets do not allocate goods or services efficiently. The existence of market failure provides an efficiency-based rationale for collective or governmental provision of goods and services. Externalities, public goods, informational advantages, strong economies of scale, network effects can cause market failures. Public provision via a government or a voluntary association, however, is subject to other inefficiencies, termed "government failure." Under broad assumptions, government decisions about the efficient scope and level of activities can be efficiently separated from decisions about the design of taxation systems. In this view, public sector programs should be designed to maximize social benefits minus costs, revenues needed to pay for those expenditures should be raised through a taxation system that creates the fewest efficiency losses caused by distortion of economic activity as possible.
In practice, government budgeting or public budgeting is more complicated and results in inefficient practices. Government can pay for spending by borrowing, although borrowing is a method of distributing tax burdens through time rather than a replacement for taxes. A deficit is the difference between government spending and revenues; the accumulation of deficits over time is the total public debt. Deficit finance allows governments to smooth tax burdens over time, gives governments an important fiscal policy tool. Deficits can narrow the options of successor governments. Public finance is connected to issues of income distribution and social equity. Governments can reallocate income through transfer payments or by designing tax systems that treat high-income and low-income households differently; the public choice approach to public finance seeks to explain how self-interested voters and bureaucrats operate, rather than how they should operate. Collection of sufficient resources from the economy in an appropriate manner along with allocating and use of these resources efficiently and constitute good financial management.
Resource generation, resource allocation and expenditure management are the essential components of a public financial management system. The following subdivisions form the subject matter of public finance. Public expenditure Public revenue Public debt Financial administration Federal finance Economists classify government expenditures into three main types. Government purchases of goods and services for current use are classed as government consumption. Government purchases of goods and services intended to create future benefits – such as infrastructure investment or research spending – are classed as government investment. Government expenditures that are not purchases of goods and services, instead just represent transfers of money – such as social security payments – are called transfer payments. Government operations are those activities involved in the running of a state or a functional equivalent of a state for the purpose of producing value for the citizens. Government operations have the power to make, the authority to enforce rules and laws within a civil, religious, academic, or other organization or group.
Income distribution – Some forms of government expenditure are intended to transfer income from some groups to others. For example, governments sometimes transfer income to people that have suffered a loss due to natural disaster. Public pension programs transfer wealth from the young to the old. Other forms of government expenditure which represent purchases of goods and services have the effect of changing the income distribution. For example, engaging in a war may transfer wealth to certain sectors of society. Public education transfers wealth to families with children in these schools. Public road construction transfers wealth from people that do not use the roads to those people that do. Income Security Employment insurance Health Care Public financing of campaigns Government expenditures are financed in three ways: Government revenue Taxes Non-tax revenue Government borrowing Money
Labour economics seeks to understand the functioning and dynamics of the markets for wage labour. Labour markets or job markets function through the interaction of employers. Labour economics looks at the suppliers of labour services and the demanders of labour services, attempts to understand the resulting pattern of wages and income. Labour is a measure of the work done by human beings, it is conventionally contrasted with such other factors of production as capital. Some theories focus on human capital. There are two sides to labour economics. Labour economics can be seen as the application of microeconomic or macroeconomic techniques to the labour market. Microeconomic techniques study individual firms in the labour market. Macroeconomic techniques look at the interrelations between the labour market, the goods market, the money market, the foreign trade market, it looks at how these interactions influence macro variables such as employment levels, participation rates, aggregate income and gross domestic product.
The labour force is defined as the number of people of working age, who are either employed or looking for work. The participation rate is the number of people in the labour force divided by the size of the adult civilian noninstitutional population; the non-labour force includes those who are not looking for work, those who are institutionalised such as in prisons or psychiatric wards, stay-at home spouses and those serving in the military. The unemployment level is defined as the labour force minus the number of people employed; the unemployment rate is defined as the level of unemployment divided by the labour force. The employment rate is defined as the number of people employed divided by the adult population. In these statistics, self-employed people are counted as employed. Variables like employment level, unemployment level, labour force, unfilled vacancies are called stock variables because they measure a quantity at a point in time, they can be contrasted with flow variables. Changes in the labour force are due to flow variables such as natural population growth, net immigration, new entrants, retirements from the labour force.
Changes in unemployment depend on inflows made up of non-employed people starting to look for jobs and of employed people who lose their jobs and look for new ones, outflows of people who find new employment and of people who stop looking for employment. When looking at the overall macroeconomy, several types of unemployment have been identified, including: Frictional unemployment – This reflects the fact that it takes time for people to find and settle into new jobs. Technological advancement reduces frictional unemployment. Structural unemployment – This reflects a mismatch between the skills and other attributes of the labour force and those demanded by employers. Rapid industry changes of a technical and/or economic nature will increase levels of structural unemployment; the process of globalization has contributed to structural changes in labour markets. Natural rate of unemployment – This is the summation of frictional and structural unemployment, that excludes cyclical contributions of unemployment.
It is the lowest rate of unemployment that a stable economy can expect to achieve, given that some frictional and structural unemployment is inevitable. Economists do not agree on the level of the natural rate, with estimates ranging from 1% to 5%, or on its meaning – some associate it with "non-accelerating inflation"; the estimated rate varies from country from time to time. Demand deficient unemployment – In Keynesian economics, any level of unemployment beyond the natural rate is due to insufficient goods demand in the overall economy. During a recession, aggregate expenditure is deficient causing the underutilisation of inputs. Aggregate expenditure can be increased, according to Keynes, by increasing consumption spending, increasing investment spending, increasing government spending, or increasing the net of exports minus imports, since AE = C + I + G +. Neoclassical economists view the labour market as similar to other markets in that the forces of supply and demand jointly determine price and quantity.
However, the labour market differs from other markets in several ways. In particular, the labour market may act as a non-clearing market. While according to neoclassical theory most markets attain a point of equilibrium without excess supply or demand, this may not be true of the labour market: it may have a persistent level of unemployment. Contrasting the labour market to other markets reveals persistent compensating differentials among similar workers. Models that assume perfect competition in the labour market, as discussed below, conclude that workers earn their marginal product of labour. Households are suppliers of labour. In microeconomic theory, people are assumed to be rational and seeking to maximize their utility function. In the labour market model, their utility function expresses
Microeconomics is a branch of economics that studies the behaviour of individuals and firms in making decisions regarding the allocation of scarce resources and the interactions among these individuals and firms. One goal of microeconomics is to analyze the market mechanisms that establish relative prices among goods and services and allocate limited resources among alternative uses. Microeconomics shows conditions, it analyzes market failure, where markets fail to produce efficient results. Microeconomics stands in contrast to macroeconomics, which involves "the sum total of economic activity, dealing with the issues of growth and unemployment and with national policies relating to these issues". Microeconomics deals with the effects of economic policies on microeconomic behavior and thus on the aforementioned aspects of the economy. In the wake of the Lucas critique, much of modern macroeconomic theories has been built upon microfoundations—i.e. Based upon basic assumptions about micro-level behavior.
Microeconomic theory begins with the study of a single rational and utility maximizing individual. To economists, rationality means an individual possesses stable preferences that are both complete and transitive; the technical assumption that preference relations are continuous is needed to ensure the existence of a utility function. Although microeconomic theory can continue without this assumption, it would make comparative statics impossible since there is no guarantee that the resulting utility function would be differentiable. Microeconomic theory progresses by defining a competitive budget set, a subset of the consumption set, it is at this point that economists make the technical assumption that preferences are locally non-satiated. Without the assumption of LNS there is no 100% guarantee but there would be a rational rise in individual utility. With the necessary tools and assumptions in place the utility maximization problem is developed; the utility maximization problem is the heart of consumer theory.
The utility maximization problem attempts to explain the action axiom by imposing rationality axioms on consumer preferences and mathematically modeling and analyzing the consequences. The utility maximization problem serves not only as the mathematical foundation of consumer theory but as a metaphysical explanation of it as well; that is, the utility maximization problem is used by economists to not only explain what or how individuals make choices but why individuals make choices as well. The utility maximization problem is a constrained optimization problem in which an individual seeks to maximize utility subject to a budget constraint. Economists use the extreme value theorem to guarantee that a solution to the utility maximization problem exists; that is, since the budget constraint is both bounded and closed, a solution to the utility maximization problem exists. Economists call the solution to the utility maximization problem a Walrasian demand function or correspondence; the utility maximization problem has so far been developed by taking consumer tastes as the primitive.
However, an alternative way to develop microeconomic theory is by taking consumer choice as the primitive. This model of microeconomic theory is referred to as revealed preference theory; the theory of supply and demand assumes that markets are competitive. This implies that there are many buyers and sellers in the market and none of them have the capacity to influence prices of goods and services. In many real-life transactions, the assumption fails because some individual buyers or sellers have the ability to influence prices. Quite a sophisticated analysis is required to understand the demand-supply equation of a good model. However, the theory works well in situations meeting these assumptions. Mainstream economics does not assume a priori that markets are preferable to other forms of social organization. In fact, much analysis is devoted to cases where market failures lead to resource allocation, suboptimal and creates deadweight loss. A classic example of suboptimal resource allocation is that of a public good.
In such cases, economists may attempt to find policies that avoid waste, either directly by government control, indirectly by regulation that induces market participants to act in a manner consistent with optimal welfare, or by creating "missing markets" to enable efficient trading where none had existed. This is studied in the field of public choice theory. "Optimal welfare" takes on a Paretian norm, a mathematical application of the Kaldor–Hicks method. This can diverge from the Utilitarian goal of maximizing utility because it does not consider the distribution of goods between people. Market failure in positive economics is limited in implications without mixing the belief of the economist and their theory; the demand for various commodities by individuals is thought of as the outcome of a utility-maximizing process, with each individual trying to maximize their own utility under a budget constraint and a given consumption set. The study of microeconomics involves several "key" areas: Supply and demand is an economic model of price determination in a competitive market.
It concludes that in a competitive market with no externalities, per unit taxes, or price controls, the unit price for a particular good is the price at which the quantity demanded by consumers equals the quantity supplied by producers. This price results in a stable economic equilibrium. Elasticity is the measurement of how resp
Annual general meeting
An annual general meeting is a meeting of the general membership of an organization. These organizations include membership companies with shareholders; these meetings may be required by law or by the constitution, charter, or by-laws governing the body. The meetings are held to conduct business on behalf of the company. An organization may conduct its business at the annual general meeting; the business may include electing a board of directors, making important decisions regarding the organization, informing the members of previous and future activities. At this meeting, the shareholders and partners may receive copies of the company's accounts, review fiscal information for the past year, ask any questions regarding the directions the business will take in the future. At the annual general meeting, the president or chairman of the organization presides over the meeting and may give an overall status of the organization; the secretary may be asked to read important papers. The treasurer may present a financial report.
Other officers, the board of directors, committees may give their reports. Attending this meeting are the members or the shareholders of the organization, depending on the type of organization. At such meeting, the Company Secretary of the Company plays a crucial role in convening, to attend the meeting, he supported by his Corporate Secretarial team. Every state requires public companies incorporated within it to hold an annual general meeting of shareholders to elect the Board of Directors and transact other business that requires shareholder approval. Notice of the annual general meeting must be in writing and is subject to a minimum notice period that varies by state. In 2007, the Securities and Exchange Commission voted to require all public companies to make their annual meeting materials available online; the final rules required compliance by large accelerated filers beginning on January 1, 2008, by all other filers beginning on January 1, 2009 The "e-proxy" rules allow two methods for companies to deliver their proxy materials, the "notice only" option or the "full set" option.
Under the notice only option, the company must post all of its proxy materials on a publicly accessible website at the time In India, the Companies Act 2013 regulates the requirement to conduct an Annual meeting of the members to discuss the four ordinary businesses. As per section 96 of the Act, every Company requires to conduct such a meeting by served a notice of 21 days minimum length prior to the meeting either at the latest known address or email id of the members. However, a company may conduct such meeting through the issue of a notice of shorter length with prior approval of not less than 95 % of the members entitled to vote at such meeting; the Act mandates that such meeting shall be within prescribed time 9:00 am to 6:00 pm, to be not held on national holidays, to be conducted at the place/ town/ village where the registered office of the company situated. However, in the recent trends, as per the latest amendment notified by the Corporate Affairs ministry in India, the unlisted public companies may conduct such meeting in any part of India by taking in advance unanimous approval from all the members in writing or electronically.
The four business includes 1) Financial statement approval 2) Appointment of Director 3) Appointment & to fix the remuneration of statutory auditor 4) Declare the dividend In Great Britain it became optional with effect from 1 October 2007 for any private company to hold an AGM, unless its articles of association require it to do so. In India, the Companies Act 2013 regulates the requirement to conduct a meeting of its members have participation/ hold in the share capital of the company to meet on annual basis in a general meeting called Annual General Meeting within the prescribed time window of 9:00 am to 6:00 pm on other than national holidays to discuss some important business includes financial statements approval. Unlike the other countries, every Company incorporated in India require to conduct such meeting on or before the due date on the last day of the sixth month of every closing of the financial year. In India, the Act has been gone under major changes; the Corporate Affairs ministry has enforced a new amendment act'Companies 2nd Amendment Act 2017' from 26th January 2018.
It gives an option to conduct such meeting in any part of India. In Singapore, only public companies must hold AGMs. With effect from 31 August 2018, private limited companies can decide. Private companies can be exempted from holding AGMs if they send their financial statements to their members within five months after the financial year end. To dispense with AGMs, company members need to pass a resolution. All the shareholders must endorse the document for it to come into force. Having dispensed with AGMs, companies pass written resolutions on matters that would otherwise be discussed at AGMs. Financial statements are the principal subject; the resolution putting an end to AGMs may cease to be in force – members can adopt a new resolution to revoke the dispensation. In this case, an AGM must be held. If a private company decides to have AGMs, it must adhere to the deadlines; the annual general meeting must be held within 6 months after the FYE. Next, every company must lodge the obligatory annual return within 1 month after its AGM.
Convention Extraordinary general meeting Corporate law
A contract is a legally-binding agreement which recognises and governs the rights and duties of the parties to the agreement. A contract is enforceable because it meets the requirements and approval of the law. An agreement involves the exchange of goods, money, or promises of any of those. In the event of breach of contract, the law awards the injured party access to legal remedies such as damages and cancellation. In the Anglo-American common law, formation of a contract requires an offer, consideration, a mutual intent to be bound; each party must have capacity to enter the contract. Although most oral contracts are binding, some types of contracts may require formalities such as being in writing or by deed. In the civil law tradition, contract law is a branch of the law of obligations. At common law, the elements of a contract are offer, intention to create legal relations and legality of both form and content. Not all agreements are contractual, as the parties must be deemed to have an intention to be bound.
A so-called gentlemen's agreement is one, not intended to be enforceable, "binding in honour only". In order for a contract to be formed, the parties must reach mutual assent; this is reached through offer and an acceptance which does not vary the offer's terms, known as the "mirror image rule". An offer is a definite statement of the offeror's willingness to be bound should certain conditions be met. If a purported acceptance does vary the terms of an offer, it is not an acceptance but a counteroffer and, therefore a rejection of the original offer; the Uniform Commercial Code disposes of the mirror image rule in §2-207, although the UCC only governs transactions in goods in the USA. As a court cannot read minds, the intent of the parties is interpreted objectively from the perspective of a reasonable person, as determined in the early English case of Smith v Hughes, it is important to note that where an offer specifies a particular mode of acceptance, only an acceptance communicated via that method will be valid.
Contracts may be unilateral. A bilateral contract is an agreement in which each of the parties to the contract makes a promise or set of promises to each other. For example, in a contract for the sale of a home, the buyer promises to pay the seller $200,000 in exchange for the seller's promise to deliver title to the property; these common contracts take place in the daily flow of commerce transactions, in cases with sophisticated or expensive precedent requirements, which are requirements that must be met for the contract to be fulfilled. Less common are unilateral contracts in which one party makes a promise, but the other side does not promise anything. In these cases, those accepting the offer are not required to communicate their acceptance to the offeror. In a reward contract, for example, a person who has lost a dog could promise a reward if the dog is found, through publication or orally; the payment could be additionally conditioned on the dog being returned alive. Those who learn of the reward are not required to search for the dog, but if someone finds the dog and delivers it, the promisor is required to pay.
In the similar case of advertisements of deals or bargains, a general rule is that these are not contractual offers but an "invitation to treat", but the applicability of this rule is disputed and contains various exceptions. The High Court of Australia stated that the term unilateral contract is "unscientific and misleading". In certain circumstances, an implied contract may be created. A contract is implied in fact if the circumstances imply that parties have reached an agreement though they have not done so expressly. For example, John Smith, a former lawyer may implicitly enter a contract by visiting a doctor and being examined. A contract, implied in law is called a quasi-contract, because it is not in fact a contract. Quantum meruit claims are an example. Where something is advertised in a newspaper or on a poster, the advertisement will not constitute an offer but will instead be an invitation to treat, an indication that one or both parties are prepared to negotiate a deal. An exception arises if the advertisement makes a unilateral promise, such as the offer of a reward, as in the famous case of Carlill v Carbolic Smoke Ball Co, decided in nineteenth-century England.
The company, a pharmaceutical manufacturer, advertised a smoke ball that would, if sniffed "three times daily for two weeks", prevent users from catching the'flu. If the smoke ball failed to prevent'flu, the company promised that they would pay the user £100, adding that they had "deposited £1,000 in the Alliance Bank to show our sincerity in the matter"; when Mrs Carlill sued for the money, the company argued the advert should not be taken as a serious binding offer. Although an invitation to treat cannot be accepted, it should not be ignored, for it may affect the offer. For instance, where an offer is made in response to an invitation to treat, the offer may incorporate the terms of the invitation to treat. If, as in the Boots case, the offer is made by an action without any