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Chapter 4

Sole Proprietorships A business that is owned (and usually operated) by one person
Partnership A voluntary association of two or more persons to act as co-owners of a business for profit
General partner A person who assumes full or shared responsibility for operating a business
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
Master limited partnership (MLP) a business partnership that is owned and managed like a corporation but taxed like a partnership
Corporations 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
Stock The shares of ownership of a corporation
Stockholder A person who owns a corporation’s stock
Closed corporation A corporation whose stock is owned by relatively few people and is not sold to the general public
Open corporation A corporation whose stock is bought and sold on security exchanges and can be purchased by any individual
Domestic corporation A corporation in the state in which it is incorporated
Foreign corporation A corporation in any state in which it does business except the one it which it is incorporated
Alien corporation A corporation chartered by a foreign government and conducting business in the U.S.
Common stock Stock owned by individuals or firms who may vote on corporate matters but whose claims on profit and assets are subordinate to the claims of others
Preferred stock Stock 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
Dividend A distribution of earnings to the stockholders of a corporation
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 or individuals
Board of directors The top governing body of a corporation, the members of which are elected by the stockholders
Corporate officers The chairman of the board, president, executive vice presidents, corporate secretary, treasurer, and any other top executive appointed by the board of directors
Limited liability Each owner’s financial liability is limited to the amount of money that he or she has paid for the corporation’s stock
S-corporations A corporation that is taxed as if it were a partnership
Limited-liability company (LLC) Form of business ownership combining the benefits of a corporation and partnership but avoids some of restrictions and disadvantages
Not-for-profit corporations Corporations organized to provide social, educational, religious, or other services, rather than to earn a profit
Cooperatives Associations of individuals or firms whose purpose is to perform some business function for its members
Joint ventures Agreements 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
Syndicates Temporary associations of individuals or firms organized to perform a specific task that requires a large amount of capital
Merger The purchase of one corporation by another
Hostile takeover A situation in which the management and board of directors of the firm targeted for acquisition disapprove of the merger
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
Proxy fight A technique used to gather enough stockholder votes to control a targeted company
Unlimited liability A legal concept that holds a business owner personally responsible for all the debts of the business
Created by: 100004996631600



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