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Sole Proprietorship
a business that is owned (and usually operated) by one person.
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Advantages of Sole Proprietorships
- 1 Ease of start-up and closure
- 2 Pride of ownership
- 3 Retention of all profits
- 4 Flexibility of being your own boss
- 5 No special taxes
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Disadvantages of Sole Proprietorships
- 1 Unlimited liability
- 2 Lack of continuity
- 3 Lack of money
- 4 Limited management skills
- 5 Difficulty in hiring employees
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Unlimited Liability
a legal concept that holds a business owner personally responsible for all the debts of the business.
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Partnership
a voluntary association of two or more persons to act as co-owners of a business for profit.
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General Partners
a person who assumes full or shared responsibility for operating a business.
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General Partnership
a business co-owned by two or more general partners who are liable for everything the business does.
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Limited Partner
a person who contributes capital to a business but has no management responsibility or liability for losses beyond the amount he or she invested in the partnership.
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Limited Partnership
a business co-owned by one or more general partners who manage the business and limited partners who invest money in it.
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Master Limited Partnership (MLP)
a business partnership that is owned and managed like a corporation but often taxed like a partnership.
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Articles of Partnership
are an agreement listing and explaining the terms of the partnership.
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Advantages of Partnerships
- 1 Ease of setup
- 2 Availability of capital and credit
- 3 Personal interest
- 4 Combined business skills and knowledge
- 5 Retention of profits
- 6 No special taxes
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Disadvantages of Partnerships
- 1 Unlimited liability
- 2 Management disagreements
- 3 Lack of continuity
- 4 Frozen investment
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Corporation
an artificial person created by law with most of the legal rights of a real person, including the rights to start and operate a business, to buy or sell property, to borrow money, to sue or be sued, and to enter into binding contracts.
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Stock
the shares of ownership of a corporation.
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Stockholders
a person who owns a corporation's stock.
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Closed Corporation
a corporation whose stock is owned by relatively few people and is not sold to the general public.
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Open Corporation
a corporation whose stock can be bought and sold by an individual.
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Domestic Corporation
a corporation in the state in which it is incorporated.
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Foreign Corporation
a corporation in any state in which it does business except the one in which it is incorporated.
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Allen Corporation
a corporation chartered by a foreign government and conducting business in the United States.
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Common Stock
stocked owned by individuals or firms who may vote corporate matters but whose claims on profit and assets are subordinate to the claims of others.
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Preferred Stock
stocked owned by individuals or firms who usually do not have voting rights but whose claims on dividends are paid before those of common-stock owners.
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Dividend
a distribution of earnings to the stockholders of a corporation.
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Proxy
a legal form listing issues to be decided at a stockholders' meeting and enabling stockholders to transfer their voting rights to some other individual (s).
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Board of Directors
the top governing body of a corporation, the members of which are elected by the stockholders.
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Corporate Officers
the chairman of the board, president, executive vice president, corporate secretary, treasurer, and any other top executive appointed by the board of directors.
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Limited Liability
a feature of corporate ownership that limits each owner's financial liability to teh amount of money that he or she has paid for the corporation's stock.
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Advantages of Corporations
- 1 Limited liability
- 2 Ease of raising capital
- 3 Ease of transfer of ownership
- 4 Perpetual life
- 5 Specialized management
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Disadvantages of Corporations
- 1 Difficulty and expense of formation
- 2 Government regulation and increase paperwork
- 3 Conflict within the corporation
- 4 Double taxation
- 5 Lack of secrecy
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Special Types of Business Ownership
- 1 S-Corporations
- 2 Limited-liability Companies
- 3 Government-owned Corporations
- 4 Not-for-Profit Corporations
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S-Corporations
a corporation that is taxed as though it were a partnership
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Limited-Liability Company (LLC)
a form of business ownership that combines the benefits of corporations and a partnership while avoiding some of the restrictions and disadvantages of those forms of ownership.
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Government-Owned Corporation
a corporation owned and operated by a local, state, or federal government.
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Not-for-Profit Corporation
a corporation organized to provide a social, educational, religious, or other service rather than to earn a profit.
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Cooperative
an association of individuals or firms whose purpose is to perform some business function for its members.
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Joint Venture
an agreement between two or more groups to form a business entity in order to achieve a specific goal or to operate for a specific period of time.
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Syndicate
a temporary association of individuals or firms organized to perform a specific task that requires a large amount of capital.
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Merger
the purchase of one corporation by another
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Hostile Takeover
a situation in which the management and board of directors of a firm targeted for acquisition disapprove of the merger.
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Tender Offer
an offer to purchase the stock of a firm targeted for acquisition at a price just high enough to tempt stockholders to sell their shares.
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Proxy Fight
a technique used to gather enough stockholder votes to control a targeted company.
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Leveraged Buyout (LBO)
a purchase arrangement that allows a firm's managers and employees or a group of investors to purchase the company.
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