Business Forms: Understanding Partnerships and Corporations - Prof. Estela Moen, Study notes of Civil Engineering

Download Business Forms: Understanding Partnerships and Corporations - Prof. Estela Moen and more Study notes Civil Engineering in PDF only on Docsity! LESSON 7 BUSINESS FORMS SOLE PRORIETORSHIP – PARTNERSHIPS Partnership at Will - Long term (verbal) contract that can be ended at any time without penalty Articles of Partnership Name – Partners’ Names and company name Nature of business Location Date initiated and intended duration Statement concerning capital • Amount + nature of financial contributions of each partner Role of each partner • What service each partner brings to relationship/company Details of business management • Scheduling, record keeping, timelines, frequency of inventory Provisions for dispute arbitration • How disputes will be handled Designation of rights upon dissolution/retirement/death • Spelling out if partnership is dissolved, rights transferred to survivors, liquidation, etc. How do Corporations differ from Partnerships? Entity: • Corporation is entity independent of individuals that comprise it Liability: • Corporation (like an individual person) Perpetual Duration: • Death of individual doesn’t affect existence of corporation Readily available transfer of shares STOCKHOLDERS NOT agents or partners: • Can’t act on behalf of company Vote on Board of Directors: • If you don’t like direction of company you can vote board members out RIGHTS: Profit Sharing “Preemptive right” If shares are released you have first right before public Participate in distribution of assets if firm is liquidated Immunity from personal liability or corporate debts Inspection of corporate records TYPES OF CORPORATIONS C Corporation Default corporation S Corporation Limit on number of shareholders Non-profit Corporation For public benefit, board/officers don’t have personal gain Limited Liability Company • Doesn’t have structure of corporation o Officers o Directors o Stockholders • Doesn’t have liability of partnership • Owners are members not shareholders or partners • Because it lacks structure it’s more paperwork