My name is Cikuru, and I am studying in a program where business, law, and professional communication are key components. I created this glossary to support students, entrepreneurs, and professionals who need to understand English legal terminology used in the business world. Misunderstanding these terms can make it difficult to read contracts or make informed decisions, so having a clear and reliable reference is essential.
This glossary includes 20 essential business law terms, each with the part of speech, pronunciation, a clear definition, a French translation, an example sentence, and a visual description. To select the vocabulary, I used the Glossary of Corporate Law Terms from Backhouse Solicitors, a specialized resource whose definitions I adapted for a general audience.
My goal is for this glossary to serve both as a learning tool and a quick reference. I now invite you to explore the terms and practice using them in your own sentences.
Alternative Dispute Resolution (ADR)
a noun phrase
Alternative Dispute Resolution (ADR) refers to processes; primarily mediation, arbitration, and negotiation; used to settle legal conflicts and disputes privately outside of the courtroom. It offers a faster, less expensive, and more flexible alternative to traditional litigation, helping parties resolve issues confidentially while preserving business relationships.
Example: The company chose ADR to resolve the conflict quickly and avoid going to court.
en: Règlement alternatif des différends (RAD)
Asset Sale
a noun phrase
a business transaction where a buyer purchases specific assets (such as equipment, inventory, intellectual property, and customer lists) from a company rather than buying the entire legal entity or its shares. The seller retains the legal entity and its liabilities. It is generally preferred by buyers for limiting risk and offering tax advantages.
Example: During the asset sale, the buyer acquired only the equipment and customer list.
en: Vente d'actifs
Certificate of Incorporation
a noun phrase
an official, legal document issued by a government authority (such as a state or national registry) that confirms a business has been legally registered as a distinct corporate entity. It acts as a birth certificate for a company, proving its legal existence and separating it from its owners.
Example: The startup received its Certificate of Incorporation last week and can now operate legally.
en: Certificat de constitution
Condition Precedent
a noun phrase
A condition precedent is a contractual requirement, event, or action that must be satisfied or occur before a contract becomes legally binding or before a party is obligated to perform their duties. It acts as a "trigger" for obligations; if the condition is not met, the contract or specific duties may be void.
Example: The sale agreement will only take effect once the condition precedent is fulfilled.
en: Condition préalable
Consideration
the payment or payment in kind a company or individual may receive in exchange for providing goods or services. This can also mean the purchase price in the sale of a company.
Example: The buyer’s payment served as valid consideration for the contract.
en: considération
Corporate Lawyer
a noun phrase
a legal professional who advises businesses, from startups to large corporations, on their legal rights, obligations, and regulatory compliance.
Example: The buyer’s payment served as valid consideration for the contract.
en: Avocat d'entreprise
Derivative Action
a noun phrase
A derivative action is a lawsuit filed by a shareholder or director on behalf of a corporation, rather than in their own name, to address wrongs (like fraud or breach of duty) committed against the company when management refuses to take action. The corporation is the real plaintiff, and any damages awarded go directly to the company, not the individual shareholder.
Example: The shareholder filed a derivative action to protect the company’s interests.
en: Action dérivée
Designated Member
a noun phrase
A Designated Member is a formally appointed member of a Limited Liability Partnership (LLP) responsible for legal compliance, administration, and filing, similar to a company director. They hold the same rights as other members but bear additional legal duties, including maintaining records, signing accounts, and updating Companies House.
Example: the designated member is responsible for filing the LLP’s annual accounts.
en: Membre désigné
Directors Duties
a noun phrase
the legal obligations imposed on corporate directors to manage the business and affairs of a corporation. Primarily, directors owe a fiduciary duty to act honestly, in good faith, and in the best interests of the company, while also exercising the care, diligence, and skill of a reasonably prudent person.
Example: Directors’ duties require acting in the best interests of the company.
en: Devoirs des administrateurs
Disclosure
noun
an action where one party shares information with another party. In the sale of a business, disclosure of information can limit the effect of a warranty.
Example: The seller made full disclosure of all financial liabilities before signing.
en: Divulgation
Dividend
noun
A dividend is a distribution of a portion of a company's earnings, decided by the board of directors, paid to its shareholders. Usually paid in cash, these payments represent a return on investment and are often issued on a regular basis, such as quarterly, reflecting the company’s financial health and stability.
Example: Shareholders received a quarterly dividend after the company’s strong performance
en: Dividende
Due Diligence
a noun phrase
research undertaken by one party of another, often during the initial stages of a proposed asset or share purchase. The purchaser will undertake due diligence to obtain further detail on operating procedures, structure and financial/other obligations of the business or assets that they are buying.
Example: The buyer conducted due diligence to verify the company’s financial health.
en: Vérifications nécessaires
Fiduciary Duties
a noun phrase
duties owed mainly by directors (although shareholders can arguably be held to owe some duties) arising out of common law that are not specifically included within a particular statute. Broadly these can be summarised as duties to act in the best interests of the company.
Example: Directors must always respect their fiduciary duties toward the company.
en: Obligations fiduciaires
Force Majeure
a noun phrase
an event or proceeding which is out of a party’s hands and which prevents them from completing their part of a contract. These are often referred to as ‘acts of God’, and are found within most commercial contracts.
Example: The contract was suspended due to a force majeure event.
en: Force majeure
Good Faith
a noun phrase
this is a term often used in relation to entering into contracts and means that you should enter into an agreement openly, honestly and with only the intention to complete the contract on the terms agreed, not with an ulterior motive or the intention to cause harm to the other party.
Example: Both parties negotiated in good faith to reach an agreement
en: Bonne foi
Indemnity
noun
a contractual agreement where one party (the indemnitor) agrees to compensate another party (the indemnitee) for specific, potential losses or damages. Often referred to as a "hold harmless" clause, it acts as a safety net, shifting financial risk from one party to another in business contracts, insurance policies, or legal scenarios.
Example: he contract included an indemnity clause protecting the buyer from future claims.
en: Indemnité
Joint and Several Liability
a noun phrase
if A+B enter into a contract with C, they will likely be both jointly and severally liable for the provisions of the contract. This means that either of them may be held solely accountable to C, or they may be held equally accountable by C. In most cases, C will have the sole discretion to choose who they will pursue under the contract.
Example: Both partners were held jointly and severally liable for the debt.
en: Responsabilité solidaire
Limited Liability Partnership
a noun phrase
this is a hybrid business structure, governed by both company and partnership law. It provides some protection from unlimited liability to the partners, which simple partnerships do not provide.
Example: A Limited Liability Partnership protects members from personal liability.
en: Société en commandite simple
Non-Disclosure Agreement
a noun phrase
an agreement commonly used in the negotiation stages of selling, merging, or a joint venture to ensure that both parties’ intellectual property and business practices remain protected. The parties agree to keep any information they learn during the negotiation stages confidential.
Example: Both parties signed an NDA before sharing confidential information.
en: Accord de confidentialité
Partnership Agreement
a noun phrase
a legally binding contract between two or more parties that defines the terms, responsibilities, profit-sharing, and operational rules of a joint business venture. It serves as a blueprint to prevent disputes by clarifying roles, capital contributions, and procedures for decision-making, management, and dissolution.
Example: The partners drafted a partnership agreement to define their roles and profit sharing.
