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Questions and Answers
What is the main purpose of the articles of incorporation?
What is the main purpose of the articles of incorporation?
Which of the following describes an alien corporation?
Which of the following describes an alien corporation?
Who are the individuals responsible for bringing a corporation into being?
Who are the individuals responsible for bringing a corporation into being?
What is the role of directors in a corporation?
What is the role of directors in a corporation?
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What defines a foreign corporation?
What defines a foreign corporation?
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What is the primary characteristic of a trading partnership?
What is the primary characteristic of a trading partnership?
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What does the doctrine of respondeat superior establish?
What does the doctrine of respondeat superior establish?
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What is a characteristic of a nontrading partnership?
What is a characteristic of a nontrading partnership?
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What is the role of a principal in an agency relationship?
What is the role of a principal in an agency relationship?
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What is the purpose of the business judgement rule?
What is the purpose of the business judgement rule?
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What distinguishes a benefit corporation from a traditional corporation?
What distinguishes a benefit corporation from a traditional corporation?
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Which type of authority involves the principal expressly giving authority to the agent?
Which type of authority involves the principal expressly giving authority to the agent?
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What is implied authority in an agency relationship?
What is implied authority in an agency relationship?
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Which statement best describes apparent authority?
Which statement best describes apparent authority?
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Who are the members of a limited liability company?
Who are the members of a limited liability company?
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What is a characteristic of a publicly held organization?
What is a characteristic of a publicly held organization?
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Which factor is NOT important when selecting a business's organizational form?
Which factor is NOT important when selecting a business's organizational form?
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What does the term 'continuity' refer to in the context of business organizations?
What does the term 'continuity' refer to in the context of business organizations?
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Which statement best defines 'dissolution' in a business context?
Which statement best defines 'dissolution' in a business context?
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What is one of the most significant creation-related issues when forming an organization?
What is one of the most significant creation-related issues when forming an organization?
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What describes a closely held organization?
What describes a closely held organization?
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Which factor can significantly affect the taxation of an organization's earnings?
Which factor can significantly affect the taxation of an organization's earnings?
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What is an essential consideration regarding the control of decisions in a business organization?
What is an essential consideration regarding the control of decisions in a business organization?
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What happens to a general partnership when there is a change in partners?
What happens to a general partnership when there is a change in partners?
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Which statement best describes the liability of partners in a general partnership?
Which statement best describes the liability of partners in a general partnership?
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What characterizes the managerial control in a general partnership?
What characterizes the managerial control in a general partnership?
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How is a partnership treated for taxation purposes?
How is a partnership treated for taxation purposes?
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What does the term 'jointly and severally liable' mean in the context of a partnership?
What does the term 'jointly and severally liable' mean in the context of a partnership?
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If a partnership incurs a net loss, how can it benefit the partners regarding their personal taxes?
If a partnership incurs a net loss, how can it benefit the partners regarding their personal taxes?
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What is a key feature of the continuity of a general partnership?
What is a key feature of the continuity of a general partnership?
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What is the consequence of wrongfully dissolving a partnership?
What is the consequence of wrongfully dissolving a partnership?
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What defines a corporation in contrast to a partnership?
What defines a corporation in contrast to a partnership?
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What is the purpose of piercing the corporate veil?
What is the purpose of piercing the corporate veil?
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What distinguishes limited partners from general partners in a limited partnership?
What distinguishes limited partners from general partners in a limited partnership?
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Which of the following accurately describes an S corporation?
Which of the following accurately describes an S corporation?
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What is a characteristic of a limited liability company (LLC)?
What is a characteristic of a limited liability company (LLC)?
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What document is necessary for the creation of a limited liability company?
What document is necessary for the creation of a limited liability company?
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Why is double taxation considered a disadvantage of a corporate structure?
Why is double taxation considered a disadvantage of a corporate structure?
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Under the alter-ego theory, what do court typically look for?
Under the alter-ego theory, what do court typically look for?
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Which type of partner in a limited partnership has no control over business decisions?
Which type of partner in a limited partnership has no control over business decisions?
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Study Notes
Business Organizations
- People conduct business using various organizational forms
- Laws recognize three basic forms and hybrid forms combining aspects of two or more basic forms
Forms of Business
- Sole Proprietorship: Owned and controlled by one person. Has limited use because multiple owners aren't possible.
- General Partnership: Two or more people agree to a business venture with shared profits and losses. Easy to form, low cost.
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Corporations : A legally recognized entity separate from its owners, offering flexibility in ownership and management.
- Domestic Corporation: Operates within the state that issued the charter.
- Foreign Corporation: Operates outside the state of incorporation.
- Alien Corporation: Foreign company
- Charter: Legal document that creates a corporation.
Important Terms
- Closely Held: Businesses owned by a small group of people.
- Publicly Held: Businesses with many owners who can trade ownership through public exchanges.
Factors in Selecting a Form
- Cost of Creation: Legal and administrative expenses.
- Organization Continuity: Stability of the business
- Control of Decisions: How ownership structures affect who controls decision-making.
- Personal Liability: Responsibility of owners for business debts.
- Taxation: The way business transactions are taxed affects ownership choice.
Creation
- The legal steps required to establish a business organization; involved in time and paperwork.
Continuity
- The lasting nature or stability of an organization. Dissolution is the cancellation of an agreement. Types of dissolution vary by organizational form.
Managerial Control
- Who is in charge of the business organization, a key concern for its owners.
- Owner liability in business organization.
Liability
- The owner's personal obligation for the business's debts.
Taxation
- How the organization's income is taxed (personal tax on earnings vs corporate tax followed by personal tax on income distributions). An important factor when selecting a form.
Selecting the Best Form
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Sole Proprietorship: The simplest form, easily created and inexpensive but with unlimited personal liability for owners.
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Partnership: Easy formation, but partners have unlimited liability
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Corporation: Offers limited liability for owners but involves more paperwork.
Partnerships
- Partnership. Two or more parties agree on a business venture and share profits and losses 。
- Creation A partnership is easily created.
- Continuity Dissolves with any change in partners; though dissolution does not necessarily mean termination the entity. Buy and sell agreements can help streamline transitions.
- Managerial Control Unless agreed otherwise, partners share equal control, though disagreements may arise.
- Liability General partnerships have unlimited liability, meaning personal assets can be used to pay off business debts.
Anticipating Dissolution
- Using buy-sell agreements to establish a plan for handling ownership transitions like death or withdrawal of a partner.
Business Judgment Rule
- Directors are presumed to act in good faith according to the best interest of the firm.
Benefit Corporation
- Corporations are required to meet social goals (besides profit maximization).
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Description
This quiz explores various forms of business organizations, including sole proprietorships, partnerships, and corporations. Learn about the differences between domestic, foreign, and alien corporations, as well as key terms related to ownership structures. Test your knowledge on how these entities operate and are recognized by law.