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Details

CA Business Associations
California Bar Business Associations Study
9
Law
Professional
06/03/2011

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Cards

Term
How is ownership of a corporation transferrable?
Definition
Generally Freely
Term
How is a C Corporation taxxed?
Definition
As a separate entity
Term
Are shareholders taxxed separate of the corporation on distributed profits?
Definition
Yes
Term
How is an S Corporation taxxed?
Definition
Generally as a partnership
Term
How do profits flow in an S Corporation?
Definition
Through the corporation onto the owners
Term
What are the restrictions on forming an S Corporation?
Definition
Stock held by less than 100 persons.
Shareholders are individuals
Only one class of stock
No foreign shareholders
Term
What is a corporate promoter?
Definition
A joint venturer with fiduciary relation to fellow promoters.
Term
What is the function of a corporate promoter?
Definition
Seek capital and other assistive instrumentalities used by the corporation AFTER formation.
Term
How can a promoter breach his or her fiduciary duty?
Definition
Pursue secret personal gain at the expense of fellow promoters.
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