Forms of Ownership Flashcards
Chapter 5
Forms of Ownership
- Sole proprietorship
- General Partnership
- Limited Partnership
- Corporation
Sole Proprietorship
a business owned by one person (although it may have many employees). The federal
government doesn’t recognize the company as a taxable entity; all profit “flows through” to the owner, where it is treated as personal income and taxed accordingly. Easy to set up, just needs a business license
Partnerships
a company that is owned by two or more people but is not a corporation
General Partnership
Two or more owners; each partner is entitled to equal control unless agreement specifies
otherwise. Profits and losses flow directly to the partners and are taxed at individual rates. All partners have unlimited liability, meaning their personal assets are at risk to mistakes made by others partners. Easy to set up but a partnership agreement is strongly recommended
Limited Partnership
Two or more owners; one or more general partners manage the business; limited partners don’t
participate in the management. Limited partners have limited liability.
Corporations
Unlimited number of shareholders; no limits on stock classes or voting arrangements; ownership and
management of the business are separate (shareholders in public corporations are not involved in management decisions; in private or closely held corporations, owners are more likely to participate in managing the business)
Advantages of Corporations
- Ability to raise capital
- Liquidity
- Longevity
- Limited Liability
Disadvantages of Corporations
- Cost and Complexity
- Reporting requirements
- double taxation
Special Types of Corporations
- S Corporation
- LLC structure
- A benefit corporation (B Corp)
- Holding Company
S Corporation
combines the capital-raising options and limited liability of a corporation with the federal taxation advantages of a partnership
Limited Liability Company (LLC)
offers the advantages of limited liability, along with the pass-through taxation benefits of a partnership. Furthermore, LLCs are not restricted in the number of shareholders they can have, and members’ participation in management is not restricted as it is in limited partnerships.
A Benefit Corporation (B Corp)
has most of the attributes of a regular corporation but adds the legal requirement that the company must also pursue a stated nonfinancial goal, such as hiring workers whose life histories make employment difficult to attain or reducing the environmental impact of particular products.
Holding Company
Special type of parent company that owns other companies for investment reasons and usually exercises little operating control over those subsidiaries
Corporate Governance
can be used in a broad sense to describe all the policies, procedures, relationships, and systems in place to oversee the successful and legal operation of the enterprise.
Board of Directors
select the corporation’s top officers, who actually run the Company.