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Questions and Answers
Which business structure has the characteristic of unlimited liability for its debts and obligations?
Which business structure has the characteristic of unlimited liability for its debts and obligations?
What document should record the profit share and participation in management for a partnership?
What document should record the profit share and participation in management for a partnership?
In which business structure is the liability of members generally limited to their initial capital contribution?
In which business structure is the liability of members generally limited to their initial capital contribution?
Which of the following is a disadvantage associated with establishing a company?
Which of the following is a disadvantage associated with establishing a company?
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What is a primary benefit that outweighs the disadvantages of a company structure?
What is a primary benefit that outweighs the disadvantages of a company structure?
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Which business structure is known for being cost-effective and offering a quick route into business with no initial registration requirements?
Which business structure is known for being cost-effective and offering a quick route into business with no initial registration requirements?
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What document, other than a Partnership Agreement, could be used to record an alternative agreement about profit share and management participation?
What document, other than a Partnership Agreement, could be used to record an alternative agreement about profit share and management participation?
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What is a key characteristic shared by both a general partnership and a sole proprietorship, when compared to a Limited Liability Partnership?
What is a key characteristic shared by both a general partnership and a sole proprietorship, when compared to a Limited Liability Partnership?
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Which business structure will be directly impacted by the bankruptcy of its owner?
Which business structure will be directly impacted by the bankruptcy of its owner?
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What is required for the transfer of a general partnership business to a third party?
What is required for the transfer of a general partnership business to a third party?
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Which entity's business is considered an asset of its members that can be freely transferred?
Which entity's business is considered an asset of its members that can be freely transferred?
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How is the transfer of an LLP member's interest to a third party handled?
How is the transfer of an LLP member's interest to a third party handled?
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Which of the following business structures is NOT directly affected by the death of one of its members?
Which of the following business structures is NOT directly affected by the death of one of its members?
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What is true regarding the transfer of shares in a company?
What is true regarding the transfer of shares in a company?
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For which entity is the business considered to be collectively owned by its partners?
For which entity is the business considered to be collectively owned by its partners?
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What is the status of a business after the death of a sole proprietor?
What is the status of a business after the death of a sole proprietor?
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Which information must be included in the register of members of a company?
Which information must be included in the register of members of a company?
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What must a company include in the register if it becomes a single member company?
What must a company include in the register if it becomes a single member company?
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What is required of a company with more than 50 members regarding the register?
What is required of a company with more than 50 members regarding the register?
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Who is allowed to inspect the register of members?
Who is allowed to inspect the register of members?
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What does the PSC register maintain?
What does the PSC register maintain?
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What is the minimum membership required for a public company?
What is the minimum membership required for a public company?
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What is the minimum share capital required for a public company?
What is the minimum share capital required for a public company?
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How many directors are required for a private company?
How many directors are required for a private company?
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Which suffix is used for a public limited company?
Which suffix is used for a public limited company?
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What is required of public companies regarding Annual General Meetings (AGM)?
What is required of public companies regarding Annual General Meetings (AGM)?
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What distinguishes public companies from private companies in terms of trading shares?
What distinguishes public companies from private companies in terms of trading shares?
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Which of the following statements is true regarding the commencement of business for a public company?
Which of the following statements is true regarding the commencement of business for a public company?
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Which of the following is not a requirement for a private company?
Which of the following is not a requirement for a private company?
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What percentage of member approval is required for a special resolution to amend the articles?
What percentage of member approval is required for a special resolution to amend the articles?
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Which article covers the appointment of company directors?
Which article covers the appointment of company directors?
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What must the company do to ensure the amendment is recognized after it is made?
What must the company do to ensure the amendment is recognized after it is made?
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What effect does an amendment have if it involves adding or altering the company's objects?
What effect does an amendment have if it involves adding or altering the company's objects?
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Which article discusses the administration of share capital?
Which article discusses the administration of share capital?
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Entrenched provisions in the articles can only be amended under what condition?
Entrenched provisions in the articles can only be amended under what condition?
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What is the maximum time allowed for the company to send a copy of the amended articles to the Registrar after an amendment takes effect?
What is the maximum time allowed for the company to send a copy of the amended articles to the Registrar after an amendment takes effect?
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What is one of the key elements addressed in articles regarding members?
What is one of the key elements addressed in articles regarding members?
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What is a final dividend?
What is a final dividend?
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Which of the following defines a distribution of a company's assets?
Which of the following defines a distribution of a company's assets?
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What must be true for a distribution to be considered lawful?
What must be true for a distribution to be considered lawful?
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What is the consequence if a distribution is found to be unlawful?
What is the consequence if a distribution is found to be unlawful?
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Who is responsible for maintaining the register of members in a company?
Who is responsible for maintaining the register of members in a company?
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What is unique about the register of members for private companies?
What is unique about the register of members for private companies?
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What happens to a company's register of members if it ceases to be a private company?
What happens to a company's register of members if it ceases to be a private company?
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How long must a company keep details of previous members in its register?
How long must a company keep details of previous members in its register?
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Flashcards
Sole Proprietorship
Sole Proprietorship
A business structure where one person owns and operates the entire business, assuming all profits and unlimited liability for debts.
Partnership
Partnership
A business structure with two or more individuals who share profits and losses, with each partner having unlimited liability for the business's debts.
Limited Liability Partnership (LLP)
Limited Liability Partnership (LLP)
A legal structure where the business is separate from its owners, offering limited liability protection for its members. This means their personal assets are shielded from business debts.
Limited Liability Company (LLC)
Limited Liability Company (LLC)
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Articles of Association
Articles of Association
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Partnership Agreement
Partnership Agreement
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LLP Agreement
LLP Agreement
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Shareholders' Agreement
Shareholders' Agreement
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Listed Public Company
Listed Public Company
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Unlisted Public Company
Unlisted Public Company
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Delisted Public Company
Delisted Public Company
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Private Company
Private Company
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Minimum Share Capital
Minimum Share Capital
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Minimum Membership
Minimum Membership
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Minimum Paid Shares
Minimum Paid Shares
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Annual General Meeting (AGM)
Annual General Meeting (AGM)
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Sole Proprietorship: Continuity
Sole Proprietorship: Continuity
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Partnership: Continuity
Partnership: Continuity
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LLP: Continuity
LLP: Continuity
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Company: Continuity
Company: Continuity
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Sole Proprietorship: Transferability
Sole Proprietorship: Transferability
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Partnership: Transferability
Partnership: Transferability
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LLP: Transferability
LLP: Transferability
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Company: Transferability
Company: Transferability
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Register of Members
Register of Members
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Membership Dates
Membership Dates
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Shareholding Details
Shareholding Details
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Single Member Company
Single Member Company
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Index of Members
Index of Members
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What is the role of directors in a company?
What is the role of directors in a company?
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How do Articles of Association relate to shares?
How do Articles of Association relate to shares?
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How do Articles of Association govern member meetings?
How do Articles of Association govern member meetings?
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What is a special resolution?
What is a special resolution?
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What happens when a company wants to amend its Articles?
What happens when a company wants to amend its Articles?
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What is a provision for entrenchment?
What is a provision for entrenchment?
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Why are entrenched provisions important for a company?
Why are entrenched provisions important for a company?
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Final Dividend
Final Dividend
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Distribution
Distribution
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Sources of Distributions
Sources of Distributions
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Liability for Unlawful Distribution
Liability for Unlawful Distribution
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Director Liability for Unlawful Distribution
Director Liability for Unlawful Distribution
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Private Company Membership Records
Private Company Membership Records
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Discontinuing Membership Holding with Registrar
Discontinuing Membership Holding with Registrar
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Study Notes
Forms of Business Organisations
-
Sole Proprietorship: suited to small businesses with one owner, requiring little capital. The owner has full responsibility and unlimited liability. Cost-effective with no initial or ongoing disclosure requirements.
-
Partnership: suited to small businesses with two or more owners, requiring little capital. Partners share responsibility and unlimited liability. Cost-effective with no initial or ongoing disclosure requirements.
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LLP: suited to larger businesses with two or more members, requiring significant capital. Members have equal participation and limited liability for the debts of the business. Can be costly to establish and involves ongoing filing requirements.
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Private Company Limited by Shares: suited to larger businesses needing capital. Members don't have automatic management rights or dividends; any alternative agreement must be recorded in the articles of association or a shareholders' agreement. Limited liability for the initial capital contribution of each member. Costly and time-consuming to establish with ongoing filing requirements.
Ownership and Management
- Sole Proprietorship: the owner is the manager.
- Partnership: general partners are the owners, and share equal participation in management.
- LLP: members are owners but may not be automatically entitled to management participation.
- Private Company: members are owners, but may be automatically entitled to be directors.
Funding
- Sole Proprietorship: limited to personal financial resources of the owner.
- Partnership: limited to personal financial resources of general partners.
- LLP: can be provided by members from personal financial resources and can borrow money in its own right.
- Private Company: can be provided by members from personal resources, can borrow money, and raise capital by selling shares.
Legal Personality
- Sole Proprietorship: none
- Partnership: none
- LLP: is a separate legal person from its members
- Private Company: is a separate legal person from its members
Liability of Owners
- Sole Proprietorship: unlimited
- Partnership: unlimited
- LLP: limited to the initial capital contribution of each member
- Private Company: limited to the initial capital contribution of each member
Initial and Ongoing requirements
- Sole Proprietorship: none
- Partnership: none
- LLP: specified statutory procedure on incorporation and ongoing disclosure and filing requirements.
- Private Company: specified statutory procedure on incorporation and ongoing disclosure and filing requirements.
Costs
- Sole Proprietorship: none
- Partnership: none
- LLP: can be costly and time-consuming to establish with filing requirements
- Private Company: can be costly and time-consuming to establish with filing requirements
Continuity
- Sole Proprietorship: ceases on owner's bankruptcy, death, etc.
- Partnership: dissolves on partner's bankruptcy, death, etc.
- LLP: unaffected by member's bankruptcy, death, etc.
- Private Company: unaffected by member's bankruptcy, death, etc.
Transferability
- Sole Proprietorship: freely transferable, as assets are owned by the owner.
- Partnership: not freely transferable without agreement between partners.
- LLP: can be transferred but subject to the restrictions (if any) in the agreement.
- Private Company: can be transferred but subject to restrictions in the articles of association.
Taxation
- Sole Proprietorship: owner personally taxed on all profits.
- Partnership: each partner personally taxed on their share of profit.
- LLP: members are personally taxed on their share of profit.
- Private Company: company pays corporation tax; members pay tax on dividends.
Legislation
- Sole Proprietorship: none
- Partnership: Partnership Act 1890
- LLP: LLP Act 2000
- Private Company: Companies Act 2006
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Description
Test your knowledge on different business structures and their characteristics. This quiz covers topics such as liability, profit sharing, and advantages of various business forms, including partnerships and companies. See how well you understand the nuances of business organization!