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8 Cards in this Set
- Front
- Back
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Corporations
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A artificial being, existing in the eyes of the law as a person, separate and distinct from the persons who own the corporation.
-Delaware has the most extensive laws for corps, you want to form there |
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Corporation Rights (3)
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-Have all rights of an individual (does not apply to 5th amendment of self incrimination).
-Assets are owned by the corporation -Can sue and be sued |
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Classifications of Corporations (7)
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-public corps: schools
-close: made up of friend and family -private: GE, Ford (stock) -Professional: Law firm -domestic/foreign: state filed -"S": taxed as sub S -Nonprofit: Red Cross |
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Promoters (3)
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-Tries to find the initial investment for the corporation if they like the idea
-If they sign contracts before government authorization, promoter is reliable for damages -Promoter must be sure corporation will ratify or else they are liable |
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Steps to Incorporation (3)
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-Articles with secretary of state
-By-laws: rules for the corporation -Certificates: Owners=shareholder, MGMT=directors, operations=officers |
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Corporation Dissolution (4)
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-No dissolution: you can sell your shares or leave
-Judicially dissolve: judge can dissolve the corporation -secretary of state can dissolve -can create articles of dissolution |
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Tax "C"
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Corporations pays taxes on income, then shareholders get paid on dividends, then they pay taxes on dividends. (double taxation)
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Tax "S"
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Income flows to shareholders (need less than 75) who then get taxed.
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