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Business owned and operated by one person |
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| Liability extending beyond business assets to personal assets |
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| A voluntary association of two or more persons to carry on a business for profit |
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| Business created under a state statute in which some partners have limited liability |
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| LIMITED LIABILITY PARTNERSHIP |
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| Business entity providing limited liability for its partner. Partners are no liable to the torts or wrongful acts of their co-partners. This entity is suited for professionals such as doctors, lawyers, accountants. |
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| LIMITED LIABILITY COMPANY |
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| Business entity providing limited liability for its members. |
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| Legal entity existing under authority of state legislature. Also known as "for profit". Entity may own property, enter into cx, sue/be sued. Considered a person. Subject to taxation. Shareholders also pay taxes on distributions to them. |
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Owners of a corporation. Protected from liability. Losses are limited to their investment. Although they own the corp, management comes through a boardof directors, who appoint officers to carry out policies and goals. |
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| Corporation formed by professionals such as doctors, lawyers, accountants to obtain certain tax/other benefits available. However, these professionals remain personally liable for their own negligence of those they supervise |
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Corporation itself does not pay taxes, but passes all income to its shareholders, who pay tax on income. This is provided as relief to small business corporations against the double taxation standard. Called "S" corp after the original subchapter of IRS code. Limited to corps w 100 or less shareholders. |
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| A typical business organization, subject to double taxation. |
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| Small corporation whose shareholdres are active in managing the business. Must meet certain standard to be a close corp. Shareholders allowed more flexibilty in operations and usually function w/o adhering to all formalities req'd of other bus corps. |
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| One who acts for or represents another (the principal) |
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| The person for whom an agent acts. |
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| An oral/written agency agreement. |
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| An agency relationship in which there is no express agreement, but the parties' words/conduct/prior dealings show the existence of their agency relationship |
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AGENCY BY ESTOPPEL OR ESTOPPEL |
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| An agency arising from acts that lead others to believe an agency relationship exists. Sometimes arises bc it would be inequitable to to allow the principal to deny the relationship. Thus, if principal creates the impression that another is authorized to act on their behalf, an agency by estoppel has been created. Principal is therefore precluded/estopped from denying agcy existence |
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| Actual authority granted from one to another, orally/writing. May be "express" or "implied" |
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| Even in absence of an agreement, principal can accept agent's act & thereby become obligated by ax of agent |
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| Duty to act in utmost good faith and fair dealing |
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Liability imposed on Er for ax of Ees "Let the master answer" |
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| Liability imposed on one for another's acts w/o regard to actual fault. |
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| Name that must be registered w/ state/local officials bc it doesn't disclose surname of bus owner |
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