Nature & Structure of Corporations Flashcards
Distinction rule for corps
Corporations are distinct legal entity from its owners (the shareholders)
Four key characteristics of corps
Perpetual or continuous existence;
Centralized management of assets and business through a board of directors;
Limited liability for shareholders; and
Transferability of ownership interests (shares)
Advantage of corps
raise significant amounts of capital
Disadvantage of corps
subject to double taxation
Parties that make up corp
Directors
Officers
Shareholders
Directors
Directors sit on the board of directors (Board) and are responsible for governing the corp.
Officers
Officers serve as agents of the corp. and are responsible for managing the day-to-day matters of the corp.
Shareholders
Shareholders own the corp. and generally do not have control over management