Term
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Definition
owned by one person, that may have one or more employees.
Pro- control, no corporate income tax, no organization fees
Cons- unlimited liability, limited resources |
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Term
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Definition
owned by two or more people, money, skill, or labor is pooled together for the purpose of making money.
Document- partnership agreement
Pros- parameters, splitting the money
Cons- restrictions placed on your company, splitting the money, still personally liable of each and every partner, if a partnership, the partnership is dissolved |
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Term
| LLP: Limited Liability Partnership |
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Definition
| limits personal liability, at least one partner has done this, and they are liable up to the point of contribution |
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Term
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Definition
business that is treated as an individual entity/person
i Shareholder-> board of directors-> officers (CEO, CFO, COO, CIO, HRO)
ii only needs one employee though
Pro- shareholders risk of loss is limited, easier to raise capital with the sale of new stock, and death does not end the corporation
cons: must pay corporate income taxes, double taxation, secretary of state filing fees |
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Term
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Definition
| taxed as a partnership, but owners get limited liability |
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Term
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Definition
| two or more people pooling their resources, money, skill, or time, for a common purpose. Profits and losses are shared equally unless otherwise noted. |
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Term
| elements of a joint venture |
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Definition
intent- to accomplish a common goal
contribution from each side
each has to be able to exert control
their mechanism for sharing profits and losses |
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Term
| unincorporated association |
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Definition
two or more persons, with a nonprofit purpose
Pros- no form of organization, cannot be sued, members no liability unless authorized or ratified act
Cons to these- cannot sue, does not exist separate to its members |
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Term
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Definition
consist of a group of two or more independent persons or enterprises that coorperate for a common objective or function. Like farmers pooling their money to sell goods
incorporated co-op- state law, excess funds after common objective have to be refunded |
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Term
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Definition
| privilege or authorization, generally exclusive, to engage in a particular activity within a particular geographic area, such as a government franchise to operate a taxi company within a specified city, or a private franchise s the grant by a manufacturer of a right to sell products within a particular territory of for a particular number of years |
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Term
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Definition
| pooling of capital resources and the business or professional talents of two or more individuals (partners) with the goal of making a profit |
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Term
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Definition
| why are partnerships less common ta=han other forms of business |
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Term
| factors determining a partnership |
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Definition
1) profits and losses are shared
2) control- do they have control over the operations
3) are they sharing the gross returns?
4) are the individuals contributing skills, labor, or both?
5) are they fixed payments or contributions? |
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Term
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Definition
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Term
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Definition
each patnership has a right to use the property for something in relationship to partnership purposes
If a partner dies, the partnership is terminated, and all the assets would go back into the partnership, and cannot be sold
Partners are agents of their partnership. Agency law comes into play. |
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Term
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Definition
| the authority of an agent to person a certain act |
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Term
Vote again
maybe vote, including a retired partner
limited scopes may start to some in this situation
depends on the partnership agreement |
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Definition
| what to do when the partnership is split in voting between the partnership |
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Term
reasons for dissolution of a partnership
1-3 will be by action
4-6 will be by operation of the law
7-12 will have to be by court order |
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Definition
1) Partner dies
2) partner withdraws from the partnership
3) incapacity of a partner
4) insanity of a partner
5) partner getting fired
6) Bankruptcy of the partnership or any partner
7) Agreed to end it
8) Illegality
9) Misconduct
10) Impracticality
11) Lack of success
12) equitable remedy |
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Term
| Dissolved partnership authority |
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Definition
| the authority goes away from all partners, and the only authority that remains is to wind down and wrap up the rest of business. The remaining partners can decide to carry on business but it would be a new form of partnership. |
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Term
| five steps for dividing up a partnership |
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Definition
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Term
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Definition
| partnership that can be formed by "one or more general partners and one or more limited partners" |
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Term
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Definition
| grant of authority from a govt to exist as a corporation |
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Term
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Definition
| act or contract that the corporation does not have authority to do or make |
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Term
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Definition
| persons who plan the formation and sell or promote the idea to others |
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Term
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Definition
| one or more natural persons or corporations who sign and file appropriate incorporation forms with a designated government official |
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Term
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Definition
| one type of business organization creates ______ where it apportions each partners responsibility for partnership debt equally. |
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Term
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Definition
| relationship of a parent corporationg to subsidiary corporations engaged in diversified fields of activity of the parent corporation |
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Term
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Definition
| the number of share that a company had issued to stockholders in the market |
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Term
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Definition
| declared money value of the outstanding stock of the corporation |
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Term
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Definition
| specified monetary amount assigned by an issuing corporation for each share of its stock |
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Term
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Definition
| value found by dividing the value of the corporation by the number of shares outstanding |
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Term
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Definition
| price at which a share of stock can be voluntarily bought or sold in the open market |
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Term
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Definition
| document evidencing a shareholder's ownership of stock issued by a corporation |
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Term
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Definition
| stock that has no right of priority over any other stock of the corporation as to dividends of distribution of assets upon dissolution |
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Term
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Definition
| stock that has a priority or preference as to payment of dividends or upon liquidation, or both |
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Term
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Definition
| shareholder's right upon the increase of a corporation's capital stock to be allowed to subscribe to such a percentage of the new shares as the shareholder's old shares bore to the former total capital stock |
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Term
| piercing the corporate veil |
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Definition
| the court makes a decision to disregard the corporate entity when exceptional circumstances warrant it. |
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Term
| factors that may lead to piercing the corporate veil and putting liability on its owners |
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Definition
1) not maintaining accurate records and commingling personal and corporate funds
2) grossly inadequate capitalization
3) the diversion by shareholders of corporate funds or assets
4) forming the corporations to evade other obligations
5) forming the corporation to commit fraud or conceal illegality
6) determined that injustice would occur if the corporation was formed or stays formed |
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Term
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Definition
| is the trading of a public company's stock or other securities (such as bonds or stock options) by individuals with access to nonpublic information about the company. |
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Term
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Definition
| practice that occurs when services are not properly rendered in accordance with commonly accepted standards; negligence by a professional performing his or her skill |
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Term
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Definition
| rule that allows management immunity from liability for corporate act were made in good faith with due care |
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Term
| how to sign for thing so that you are not personally liable? |
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Definition
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