Business Entities and Lochner Era Quiz

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Questions and Answers

Which type of business entity primarily allows for pass-through taxation?

  • General Partnership (correct)
  • Limited Liability Company (LLC) (correct)
  • Corporation
  • S Corporation (correct)

What characteristic primarily differentiates a Limited Partnership from a General Partnership?

  • Cost of formation
  • Continuity of operations
  • Number of owners
  • Liability of owners (correct)

What is a key factor that can lead to 'Piercing the Corporate Veil'?

  • Commingling of personal and corporate assets (correct)
  • Regularly scheduled board meetings
  • Having a diverse set of shareholders
  • Proper capitalization of the corporation

Which of the following best describes the implications for an employee under Title VII if they face retaliatory action?

<p>Their spouse may have standing to bring a claim if they are impacted (D)</p> Signup and view all the answers

During which period did the Supreme Court decisions shape significant labor laws and regulations?

<p>The Lochner Era (A)</p> Signup and view all the answers

What factor primarily affects the ability of a business entity to continue operations when one or more owners withdraws?

<p>Continuity (C)</p> Signup and view all the answers

Which of the following characteristics differs significantly between various types of business entities?

<p>Cost/Complexity of formation (A)</p> Signup and view all the answers

What happens if corporate formalities are not honored?

<p>Piercing the Corporate Veil (C)</p> Signup and view all the answers

Which of the following types of business entities generally restricts the number of shareholders?

<p>S Corporation (B)</p> Signup and view all the answers

How did the Lochner Era influence business regulation?

<p>Through a series of Supreme Court decisions influencing labor laws (A)</p> Signup and view all the answers

Flashcards

Business Entity Types

Different legal structures for businesses in the US, each with distinct characteristics regarding formation, continuity, management, taxation, and liability.

Piercing the Corporate Veil

A legal principle allowing creditors to hold shareholders personally liable for corporate debts if corporate formalities aren't followed (e.g., commingling funds).

Corporate Formalities

Required procedures for corporations (e.g., shareholder meetings, proper capitalization, separate bank accounts) to maintain the corporate shield and avoid personal liability.

Lochner Era

A period of Supreme Court decisions (early 20th century) heavily impacting economic regulation and business practices.

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Retaliatory Discharge

Firing an employee for reporting illegal activity or cooperating with an investigation, which is illegal in many jurisdictions (especially concerning Title VII, ADEA, or ADA).

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Sole Proprietorship

A business owned and run by one person, where the owner is personally liable for all business debts and obligations.

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Partnership

A business owned by two or more individuals, who share profits and losses, and generally have unlimited liability.

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Limited Liability Company (LLC)

A business structure that combines features of a partnership and a corporation, offering limited liability for its owners (members) while allowing for pass-through taxation like a partnership.

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Corporation

A legal entity separate from its owners (shareholders), offering limited liability for shareholders but subject to double taxation on profits.

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S Corporation

A type of corporation that avoids double taxation by passing profits and losses directly to its shareholders, who report them on their personal income tax returns.

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Study Notes

Business Entities in the U.S.

  • Primary types: Sole Proprietorship, Partnership (General), Limited Partnership, Limited Liability Company (LLC), Corporation, S Corporation
  • Key Considerations: Cost/complexity of formation, Continuity (ability to continue operations when an owner withdraws), Management/Control, Taxation, Liability
  • Different entities vary significantly in each characteristic. (Chart needed)
  • Corporate Formalities: Proper meetings of owners/shareholders, proper capitalization, avoiding commingling of assets between business and personal accounts.
  • Piercing the Corporate Veil: Consequences for ignoring corporate formalities (treating the business as an extension of personal assets).
  • Entity Restrictions: Specific rules on shareholders, ownership by other entities (e.g., number of shareholders, ownership by other corporate entities).
  • Regulatory Law and Supreme Court Decisions: Landmark cases relevant to business regulation, including Commerce Clause cases.

Lochner Era

  • Understand the timeline of Supreme Court decisions during the Lochner Era (historical events).
  • Key Cases: Slaughter House Cases.
  • (Note: The provided text only lists one case. Additional cases discussed in the class, not provided, would be important.)

Other Restrictions (Title VII, ADEA, ADA)

  • Retaliatory Discharge/Action: Protections from negative action for reporting violations.
  • Retaliation Claim Standing: Expanded to co-workers who cooperate with investigations and spouses of employees whose actions directly impact them.

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