Company Ownership Flashcards
Shareholders appoint __________who are responsible for the __________of the company on behalf of the shareholders.
Shareholders appoint directors who are responsible for the control of the company on behalf of the shareholders.
Limited companies can be public or private, and shares in a public limited company can be purchased and sold without the permission of _________
other shareholders.
Limited liability __________the personal wealth of shareholders.
protects
A company’s profit is calculated annually, and a _______is declared from this profit which is paid to each shareholder in proportion to the number of _______they own.
A company’s profit is calculated annually, and a dividend is declared from this profit which is paid to each shareholder in proportion to the number of shares they own.
A business entity where partners’ liabilities are limited to the amount of money they have invested in the business.
Limited Liability Partnership:
LLPs have a separate legal identity from the owners, and they are taxed as .
partnerships
LLPs offer ______liability protection to partners and allow flexibility in management and profit-sharing.
limited
Contrast the different types of liability which are characteristic of the following forms
of business entity:
sole trader
partnership
limited company
limited liability partnership
Chapter 2 Solutions
Solution 2.1
A sole trader has unlimited liability. The whole of the owner’s personal wealth is at
risk if the business runs into debt and is sued.
In a partnership there is unlimited liability. Partners are jointly and severally liable for
the debts of the business. Their entire personal wealth may be at stake if the partnership
is sued successfully.
A limited company is owned by shareholders. Shareholders’ liability is limited to the
fully-paid value of the shares they own. Creditors cannot claim payment from the
shareholders’ personal wealth.
In a limited liability partnership, each member’s liability is limited to the amount that he
or she put into the business.
Question 2.2
Draw up a table to compare a partnership, a limited liability partnership and a limited
company with respect to:
main source of finance
legal identity
liability
documentation
disclosure
tax.
Solution 2.2
Partnership LLP Limited company
Source of finance Partners Members Shareholders
Legal identity Not separate Separate Separate
Liability Unlimited Limited Limited
Documentation None Partnership
agreement
recommended; must
be registered at
Companies House
and granted a
certificate of
incorporation.
Memorandum and
Articles of
Association; must
be registered at
Companies House
and granted a
certificate of
incorporation.
Disclosure None, though the
accounts will be
needed by HMRC
to calculate each
partner’s tax
liability.
Rules on disclosure;
must produce
audited accounts if
above a certain size.
HMRC needs
accounts to
calculate tax
liability.
Rules on disclosure;
all companies above
a certain size must
produce audited
accounts.
Tax Partners pay income
tax.
Members pay
income tax.
Companies pay
corporation tax
type of company that is privately owned by a group of individuals.
Private Limited Company:
The company’s shares are not available for public purchase or sale for a
Private Limited Company:
The number of shareholders is limited to 50.
Private Limited Company:
The liability of the shareholders is limited to the amount they have __________ in the company.
invested
A private limited company is not required to file its __________ with the Registrar of Companies.
financial statements
is a type of company that offers its shares to the public for purchase or sale.
A public limited company
The minimum issued share capital for a public limited company is in Zambia. is
K50, 000
The company’s name must end with the words
“public limited company” or the abbreviation “PLC” or “plc”.
The number of shareholders is not .
limited
The liability of the shareholders is limited to the
amount they have invested in the company.
A public limited company must be correctly registered with thex
A public limited company must be correctly registered with the Registrar of Companies at Companies House.
A__________ company must produce audited accounts.
Public limited companies
Each issued share must be paid up to _______of its par value plus the whole of any premium on it.
at least a quarter
___________companies are a type of limited company, where shares cannot be offered to the public.
Private Limited
The name of a private limited company must end with the word
“limited” or the abbreviation “LTD” or “ltd”.
Private limited companies are more typically small companies with a ________range of shareholders, often being _________ businesses.
Private limited companies are more typically small companies with a narrow range of shareholders, often being “family run” businesses.
Private limited companies are required to produce annual accounts, but they are not required to make
them publicly available.
Why is it easier for a limited liability company to raise capital than it is for a large
partnership?
People may be reluctant to become involved as a part owner of a partnership since they
risk their entire personal wealth. With limited liability people should be much more
willing to provide capital.
PLCs have to comply with certain rules regarding the standards of accounts, which may
give investors more confidence in the company.
Where shares are quoted on an exchange, their value is easily determined. If the company
has to raise finance by selling shares, the price can be quickly negotiated.
A partnership
may have difficulties determining the “value” of a part ownership
Advantages of limited companies:
-Easier to raise capital: Limited liability makes it easier for companies to raise capital by allowing large numbers of people to invest small amounts of money without requiring day-to-day control over the company. This enables investors to diversify their exposure to sectors and the risk of failure.
-Separation of ownership and control: The separation of ownership and management allows share ownership to change without interfering with the operation of the business. It also allows the firm to hire professional managers.
Disadvantages of limited companies: To the creditors:
-To the creditors: Once the company’s assets have been exhausted, trade creditors have no way of ensuring payment following a wind-up. Similarly, customers have no way of ensuring that they receive goods and services for which they have pre-paid.
Disadvantages of limited companies: To the company:
To the company: Limited liability allows people to invest in shares without taking an active interest in the long-term needs of the company. This may lead to short-termism and a lack of interest in the long-term health of the company.
Disadvantages of limited companies: To the shareholders:
-To the shareholders: The managers of a company may have aims that are not in the best interests of the shareholders (agency problem).
Information asymmetries may also exist, where different stakeholders have different information about the value of a real or financial asset.
__________ has been crucial in the development of large, efficient industrial enterprises. However, it also has some drawbacks, particularly in terms of the risk it poses to _______and _______. Additionally, it can lead to ______ and may not always align the interests of shareholders and managers. ________ standards can help address some of these issues.
Limited liability has been crucial in the development of large, efficient industrial enterprises. However, it also has some drawbacks, particularly in terms of the risk it poses to creditors and customers. Additionally, it can lead to short-termism and may not always align the interests of shareholders and managers. Proper accounting standards can help address some of these issues.
Question 2.4
If you were starting up a new business with a friend, what factors would you consider
when deciding whether to set up as a partnership or a company?
Solution 2.4
The main factors to consider when deciding on the type of business organisation to set up
with your friend are:
the need for finance and the amount of finance you are able to contribute - the more you
need and the less you have, the more likely it is that you will consider setting up a company.
the ease of raising finance in the future - the greater your plans to expand, the greater the tendency to set up a company.
liability for debts - the greater the possibility of running into debt, the more likely you
are to consider setting up a company.
ease of setting up - the quicker and cheaper you want the set up to be, the more likely
you are to set up a partnership.
disclosure - the more reluctant you are to disclose information about the business, the
more likely you are to set up a partnership.
control of the business - the greater the amount of control you want to retain, the more
likely you are to set up a partnership. However, you could set up a private limited
company with just a few (even two) shareholders if you wish to retain tight control.
roles and responsibilities - the firmer you wish the roles and responsibilities to be defined, the more likely you are to set up a company. However, you could have a firm
partnership agreement. This is linked to the trust you have in your friend.
the type of business - the greater the need to display commitment in order to gain trust,
eg accountants, solicitors, the greater the tendency to set up as a partnership.
NB. The LLP might be a good compromise!
All organizations require _______to finance premises, equipment, and operations.
capital
Medium-term finance has a term of over ____ but less than _______.
Medium-term finance has a term of over one year but less than about five years.Medium-term finance has a term of over one year but less than about five years.
Short-term finance has a term of less than_____
one year
Four forms of medium-term finance are ;
hire purchase, credit sale, leasing, and bank loans.
Hire purchase agreements are used for both _____and _______transactions.
Hire purchase agreements are used for both consumer and commercial transactions.
It is an agreement to hire goods for a _____ and make ____________, then to buy the goods at the end of the rental period.
It is an agreement to hire goods for a period and make regular rental payments, then to buy the goods at the end of the rental period.
Legal ownership passes to the buyer only when the final ____.
Legal ownership passes to the buyer only when the final payment is made.
The _______is usually made to buy the good.
The last regular payment is usually made to buy the good.
(Hire purchase)Payments are partly for the ______ and partly ______.
Payments are partly for the good and partly interest.
If the buyer fails to make payments, the seller?
If the buyer fails to make payments, the seller can take back the goods.
Credit sale
Credit sales are similar to hire purchase agreements, but legal ownership passes to the buyer at
the outset.
Credit sale is
It is a normal sale of a good with an agreement for payment in regular installments over a set period.
(credit sale) Payments are partly ____and partly _____for the good.
Payments are partly interest and partly payment for the good.
credit sale can the seller reclaim the goods if the buyer defaults,
The seller cannot reclaim the goods even if the buyer defaults, but they can sue for payment.
Credit sales are less popular with sellers dealing with customers of dubious ______.
Credit sales are less popular with sellers dealing with customers of dubious creditworthiness.
Question 2.5
Compare and contrast a credit sale agreement with a hire purchase agreement.
Solution 2.5
Ownership of asset - Under a hire purchase agreement, ownership of the asset does
not pass to the buyer until the last payment is made. Under a credit sale agreement the
ownership passes immediately.
Structure of payments - Both involve a series of (usually fixed) payments over a
period of typically up to ten years.
Event of default - Under a hire purchase agreement the owner can reclaim the asset.
Under a credit sale, the recipient of the payments must sue to reclaim the outstanding
amounts.
x________is an arrangement used by companies to obtain the use of machines, property, and vehicles.
Leasing is an arrangement used by companies to obtain the use of machines, property, and vehicles.