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sole proprietorship
Business owned by one person; owner personally responsible for any business liabilities.
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Partnership
Business of two or more partners that are both personally responsible for any business liabilities.
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corporation
Business owned by one or more people; owners are not responsible for business liabilities.
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Sole proprietorship-Advantages
- •Owner retains all profits
- •Easy (and cheap) to form & dissolve
- •Owner makes decisions
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Sole proprietorship-Disadvantages
- •Unlimited financial liability
- •Financing limitations
- •Management deficiencies
- •Long hours
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Partnerships-advantages
- •Easy to form
- •Complementary management skills
- •Expanded financial capacity
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Partnerships-disadvantages
- •Unlimited financial liability (however liability is limited for limited partners in a limited partnership).
- •Interpersonal conflicts between partners.
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Corporations-advantages
- •Limited liability
- •Specialized management skills
- •Expanded financial capacity
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Corporations-disadvantages
- •More difficult and costly to form and dissolve
- •Tax disadvantages (taxed on corporate earnings and dividends to owners).
- •S-corporations and LLCs do not have a major tax disadvantage, however.
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C Corporation
- Most large corporations.
- Face double taxation.
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Subchaper S Corporation
- Limited to 75 shareholders
- avoids double taxation.
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Limited Liability Company (LLC)
- Combines features of partnerships and corporations.
- No double taxation
- less restrictions than S-Corporations
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Elements of contracts
- 1.Legal offer
- 2.Legal Acceptance
- 3.Consideration
- 4.Genuine Assent
- 5.Competent parties
- 6.Legal object
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Trademarks
Word, phrase, symbol, design or combination that identifies and distinguishes the source of goods or product.
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Copyrights
protects “original works of authorship for literature, music, software, etc.
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Owner of a copyright has...
- •sole right to print, reprint, sell, distribute, revise, record, and perform the work that is copyrighted.
- –Protects for authors life +70 years
- –Copyright protection applies to published or unpublished work.
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Patents
- •Protects invented process or product for 20 years from the filing date.
- –Utility patent
- –Design patent
- –Plant patent
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Patented products must be...
developed, useful, novel and nonobvious
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America Invents Act (2011)
- •Switches from a “first-to-invent” to a “first-to-file” system.
- •Changes fee structure, allows reduced fees for “micro-entities.”
- –75% lower fees from independent inventors who have not been named on less than 5 previous filings and have gross incomes less than or equal to 3 times the average.
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Harvesting
selling, taking it public, or merger with another company.
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Harvesting-how it works
- •The entrepreneur quits managing the business and loses their equity stake.
- •May obtain stock, cash or some combination in exchange for the business.
- •May take many years to build up business so that it can be harvested profitably.
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Differnce between harvesting and liquidation
- harvesting-the firm continues operations, it just switches owners.(typically the business is successful or new owner thinks they can make it successful)
- liquidation-the firms assets of the business are sold of to various parties and the firm no longer continues as a going concern.(often done when business fails, also done when the entrpreneur 'isthe business')
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Harvesting Option-Increase Free Cash Flow
- Advantages
- •Retain ownership
- •Do not need to find buyer
- Disadvantages
- May have to pay high taxes
- •Can take a long time
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Management Buyout (MBO)
- Entrepreneur sells business to manager(s).
- Advantages
- •Limits search for buyer
- •Firm is likely worth more to those that already know how to run it.
- Disadvantages
- •Managers may not have enough money.
- •Managers may lower profits to make firm look less attractive and get lower price.
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Employee Stock Ownership Plan (ESOP)
- Employees buy firm stock for retirement with borrowed funds. ESOP borrows money to buy out current owners.
- Advantages
- •Tax advantage- Principle and interest payments can be deducted for tax purposes. Dividends paid on stock help in the ESOP are a tax deductable expense.
- Disadvantages
- •Employees may not be adequately diversified through ESOP. Thus, they may not be interested.
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Merging or Being Acquired
- Sell to another company or individual owner.
- Advantages
- •Entrepreneur can sell out completely or retain a partial ownership stake.
- Disadvantages
- •Finding a buyer may be difficult.
- •The selling and negotiation process may be long and time consuming.
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Inital Publie Offering (IPO)
- Selling the stock of the company on the stock market.
- Advantages
- •Profitable way to harvest.
- •Owner(s) can completely exit or retain partial ownership.
- Disadvantages
- •Very difficult and expensive to do.
- •Not feasible for vast majority of firms.
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Business Models
- •Are the “story” that explain how enterprises work. The “story” of how the firm makes money.
- –How do we make money in this business?
- –How do revenues exceed costs?
- –How can we deliver value to customers at an appropriate cost?
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Critical Business Model Tests-Numbers Test
- The firm is unable to earn money.
- – Customers may value the product or service, but customers might not be willing to pay for it.
- – Example: Online groceries
- •High costs compared to traditional groceries due to marketing and delivery costs.
- •However, customers were not willing to pay more for groceries.
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Critical Business Model Tests-Narrative Test
- •The story doesn’t make sense.
- –Assumptions may not be realistic.
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Forgiving Business Models
- Business model that is robust even when sales are low. Minimize the cost of failure and risk of failure.
- •Elements:
- – Much of the costs are variable costs.
- – Revenue is obtained before costs are.
- – Risks are shifted to suppliers or customers (resource providers).
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Shifting Risk
- •Resource providers (suppliers or customers) might bear risk for the entrepreneur without the entrepreneur compensating them for it.
- •May occur when:
- –(1) Resource providers have few other options
- –(2) It is costly for resource providers to interact in the market and find alternatives.
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Heuristics
routines to cope with complexity in decisions; they are mental shortcuts.
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Difference between Good Decisions & Good Outcomes
- •Just because a decision leads to a good outcome, doesn’t mean it was good decision.
- •Likewise, even a bad outcome may happen even if a good decision was made.
- •Playing roulette may lead to a good outcome if you make money playing one night (even though it is a bad financial decision).
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Rational Decision Making Model
- (1)Define situation/decision to be made.
- (2)Research and identify options.
- (3)Compare and contrast each alternative and its consequences.
- (4)Make a decision, chose an alternative.
- (5)Design and implement an action plan.
- (6)Evaluate results.
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Bounded Rationality
- Rationality in decision making is limited by information, cognitive limitations and time.
- •Individuals will satisfice, thus selecting a satisfactory solution rather than an optimal one.
- •Individuals sometime use heuristics, or simple decision rules to help make decisions.
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Bounded rationality: information
Entrepreneurs starting new firms may have little information to help them evaluate the likelihood that they will succeed.
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Bounded Rationaoity: Cognitive Limitations
- Everyone, including entrepreneurs has limited cognitive abilities.
- –Human brain has limited processing ability.
- –Humans are limited in the number of pieces of information that can be considered when making a decision.
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Bounded Rationality: Time
- Many decisions that entrepreneurs make
- must be made in a limited window of time:
- –Whether to start a new firm (delaying may lead to another firm exploiting the opportunity).
- –Whether to hire someone after an interview (failure toact quickly will may allow another firm to hire them).
- –Whether to close a poor performing business (waiting too long could make the entrepreneur lose even more money).
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Common Cognitive Biases: Affect infusion
making a judgment based upon one's current feelings
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Common cognitive biases: Base Rate Neglect
overall statistics are ignored in favor of anecdotal evidence
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Common Cognitive Biases: Confirmation Bias
an individual notices evidence that supports their beliefs, but ignores that which does not
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Common Cognitive Biases: Escalation of Commitment (Sunk Cost Fallacy)
an individual continues to invest in a losing cause based upon the cumulative prior investment
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Common Cognitive Biases: Gambler's Fallacy
random(near random) events are seen as being dependent(instead of random/independent)
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Common Cognitive Biases: Illusion of Control
individuals believe they can control something that they have no control over
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Common Cognitive Biases: Overconfidence Bias
Individual overestimates their likelihood of success
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Common Cognitive Biases: Planning Fallacy
individualo underestimates the time needed to complete a task (overconfidence specific to timelines)
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Common Cognitive Biases: Self Serving Bias
individual attribute success to themselves and attribute failure to external forces
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Causal Logic
analysis precedes action
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Effectual Logic
Action and interaction with others precede and drive the entire process.
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Differences in Causal and Effectual Logic
- causal-
- upfront information gathering
- accuracy of prediction and clairty of goals drive the resours-acquisition process
- risk management involves the careful avoidance of failure at all costs
- effectual-
- focused on building the venture with virtually no resources invested
- non-predictive strategies
- risk management involves keeping failures small and having them happen early and then building upon them
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Affordable Loss Principle
- causal-first figures out how much money is needed to exploit a venture idea, and then attempts to raise it.
- effectual-determines the downside potential of a venture idea, and compares to how much he or she is willing to lose.
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Strategic Partnership Principle
- May be no predetermined market, thus competitive analysis may not make sense.
- Build partnerships; allow partners to determine which market the firm will eventually end up in.
- Obtain pre-commitments from key customers early on to reduce uncertainty.
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Leveraging Contingencies Principle
- Ready-fire-aim
- Surprises will occur; entrepreneurs need to use them as inputs into the venture creation process.
- Entrepreneurs do not need to predict, but need to be able to adopt to changes.
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When is Effectuation Appropriate?
- Type of Opportunity
- 1.Supply and demand exist, simply need to bring together.
- Buy a house and resell it at higher price.
- 2.Either demand or supply exist, but both do not exist in an obvious manner.
- Such as cures for diseases (no supply)
- 3.Neither supply or demand exist in an obvious manner.
- Such as the chia pet.
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Possible Benefits of Effectuation
- Limited losses.
- May allow an entrepreneur to start a business despite having access to little capital.
- The discovery/creation of entrepreneurial opportunities that might have otherwise been missed.
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Possible Limitations of Effectuation
- Focus on affordable loss rather than actual returns.
- May enter an unattractive industry, simply because initial investment is low (loss is affordable)
- High potential venture ideas may be overlooked due to the large initial investments required.
- Many venture ideas discovered/created through effectuation may be imitated by others.
- Prediction for many new firms ispossible.
- Many new firms are stated in established industries were predictions can often be made (lots of information).
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