...PART 1 (a) List out 5 legal differences between a company and partnership (10marks) A company is society or association of persons, in considerable number, interested in a common object, and uniting themselves for the prosecution of some commercial or industrial undertaking, or other legitimate business. (The Law Dictionary, n.d) While a partnership is a voluntary association of two or persons, who contribute money, property, time, care or skills, to carry on, as co-owners, a lawful business for profits and to share the profits and losses of the business. (Rizwan Ahmad, 8 May 2009) I. First is the dissolution. A company is dissolved by winding-up and liquidation which is a formal procedure. A partnership may be dissolved informally, for example by agreement of the partners. II. Second is the registration. The Partnership Act does not require the registration of the partnership with any authority. However, a partnership business must be registered with the Registrar of Businesses. While the company’s memorandum and articles of association are lodged with the Registrar of Companies (“ROC”) III. Third is the number of members. Private Limited Company shall have at least 2 members and maximum 50 members. But for a public company are at least 2 members with no limitation. Partnership firm shall have at least 2 members and maximum 20 members and for banking business, maximum 10 members excluding lawyer firm, accounting firm, and architectural. . IV...
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... Business Entity, Control, Taxation and Liability As per the scenario, Lou and Jose plan to open a sports bar and restaurant, the best business entity choice for this restaurant and sports bar is the partnership firm because Lou, Jose and Miriam are the three persons who want to start the business in return for a percentage of ownership. Lou and Jose will take care of business operations and Miriam will invest money. Miriam will allow to Lou and Jose to keep control on business activities by sharing profit with them, so it would be considered as the partnership firm (The General Partnership, 2010). In a partnership firm the all the business decisions are taken by the conformance of all the partners. In this scenario, Lou and Jose are the main controllers and their partnership is general partnership but Miriam would not have any control because he is giving money in to earn profits only (Liability for partnership debts, 2010). According to the taxation policy of USA, in a partnership firm the tax will not incur on profit before distributing to the partners. In partnership business entity, the tax would be paid by the individual partners after distributing the profit among them (The General Partnership, 2010). According to the common law, in this partnership business entity, the liability of Lou and Jose is unlimited for the business organization because they will manage all the activities and plans of the restaurant but the liability of Miriam...
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...Lit1 Task 310.1.2-01-06 Part A Determining whether to start or invest in a business endeavor and what kind of business endeavor to choose can be challenging. Through this report the numerous types of business organizations will be assessed. By the end of the report you should have a greater comprehension of the different choices available. * Sole Proprietorship: To start off it is essential to have a clear understanding of what sole proprietorship means. As the sole proprietor you are the owner and the operator of that business. In more detail, the sole proprietor manages everything including setting up the business. An attorney is only needed if the sole proprietor plans to report the name of the business under a name other than their own. In that instance they would need to register the business with the government. * Liability: A full understanding of all liability and where it falls is very important. All liability falls on the owner on the company. This means that not only all of the company’s assets but also the owner’s personal belongings possibly will be occupied in any scenario where the company fails. More specifically, in the event that the company flops because of unfortunate market settings, poor business policy or if there is an injury suffered implicated by company products. The liability falls on the owner of the company including all characteristics of the business and can be brought into any legal actions. * Income Taxes: As a sole proprietor...
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...cover the concepts that define law and the thoughts that help shape jurisprudence along with its history. The Federal Court, Supreme Court, and the jurisdiction of the courts are also covered. Constitutional law is covered from the perspective of business. This week also provides an introduction to the various forms of business. Small businesses, entrepreneurs, and general partnerships are explored. You discuss how a corporation is formed and how it can be financed. Finally, you study limited liability companies and limited partnerships, as well as franchises and special forms of business. This week further introduces you to the concept of alternative dispute resolution as a method for resolving disputes outside traditional litigation. After first looking at the litigation process, you are then introduced to arbitration, negotiation, mediation, conciliation, minitrial, fact-finding, and the use of a judicial referee. The Legal System and the Legal Forms of Business OBJECTIVE: Explain the major components of the legal system. Resources: Ch. 1, 2, & 4 of Business Law: Legal Environment, Online Commerce, Business Ethics, and International Issues Content • Ch. 1: Legal Heritage and the Information Age o Introduction to Legal Heritage and the Information Age o What Is Law? • Landmark U.S. Supreme Court Case Brown v. Board of Education o Schools of Jurisprudential Thought • International Law: Immigration to the United...
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...Date Business operations Introduction Businesses can expand and originate from various entity types. Limited or general partnerships, corporation, sole proprietorship, nonprofit organizations, Limited Liability Company (LLC), and Limited Liability Partnership (LLP) may be a few examples of the styles available for business shareholders and owners to choose from in order to carry out their business operations. Each and every style may have its own gains and setbacks as regards taxation, liability and government regulations and laws. In a bid to answer your question, I might have to make use of two different business examples which comprise of different operation styles and guidelines. The two businesses include a bar business and professional practice and may be detailed on the basis of basic requirements necessary for successful business formation. I would also be keen at outlining the entity choice for each of these businesses as a way of providing advantages over the other. A detailed explanation of how each of the two scenarios controls the taxation, liability and business issues would also be in order. To add on that, the regulations, laws and potential risks that may be involved in every business style may be identified. Bar business The best business entity choice for Miriam, Lou and Jose in their business operation could be forming a Limited Partnership. Jose and Lou would then perform the role of general partners hence manage the operations of the business on a...
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...Running Head: Legal Forms of Business Paper Legal Forms of Business Paper Yajaira Francisco LAW/531 Business Law Instructor Robert Lewandowski April 8, 2013 Legal Forms of Business Paper Starting a business involves knowledge of the different options for forming an organization. A business owner should research the liability and risks that a business may encounter in the future. Depending on the type of business formation, a business owner needs to protect their personal assets in the event of a possible lawsuit. This paper will provide an explanation and scenarios for the different options of business formation: corporation, S corporation, franchise, limited liability company, limited liability partnership, partnership, and sole proprietorship. Corporation A future business owner is interested in establishing a service company such as a construction company, auto repair, auto detailing, cleaning service or event planning. The risks for lawsuits are very high. Any customer can file suit for a variety of reasons. The future business owner must seek a team that has the knowledge in operating a service company and understand the type of business law involved. The future business owner is working with a team of individuals that are willing to invest in the company and its vision. The first step is to form a business that will protect the personal assets of all parties involved in the company. The business owner has decided to form a corporation. A corporation...
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...projected annual earnings of $46 million. The company is wholly owned by Riordan Industries, a Fortune 1000 enterprise with revenues in excess of $1 billion. Its product include plastic beverage containers produced at its plant in Albany, Georgia, custom plastic parts produced at its plant in Pontiac, Michigan, and plastic fan parts produced at its facilities in Hangzhou, China. The company’s research and development is done at the corporate headquarters in San Jose. Riordan’s major customers are automotive parts manufactures, aircraft manufacturers, the Department of Defense, beverage makers and bottlers, and appliance manufactures. (University of Phoenix 2011) Corporate Compliance Overview Riordan Manufacturing has created a Corporate Compliance Plan customized to the organization’s specialized field of plastic designs. Riordan is committed to managing and operating the organization programs with the utmost degree of business, ethical and moral principals. Employee expectations are maintain an innovative and team oriented working environment by assuring that the employees are well informed and properly supported, the company will provide a climate focused on the long-term viability of the company. Management contributes to achieve these standards by demonstrating leadership; integrity and being a role model to employees to promote an environment which compliance and ethical business practices are expected. The company will strive to customer relationships to be...
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...Running Head: Business Law Business Law Oweya Vincent Makaya University of Nairobi THE COMPANY AS A JURISTIC PERSON VERSUS RESPONSIBILITY FOF THE DIRECTOR’S ACTIONS. Introduction: For a very long time a company has been treated as a corporate entity or a juristic person. In fact the concept of limited liability stems from this premise. Despite being an artificial person a company is wholly a creature of human beings, by human beings and for human beings. It solely rely on humans to conduct and transact any business. This research paper seeks to examine the concept of juristic personality, its advantages and its relationship with its owners. It delves into how decisions are made by this juristic personality, its liabilities and liabilities of those running it. The paper shall seek to examine if this veil of juristic person exists permanently or it can be lifted. What are the consequences of lifting that gown of juristic personality? The Concept of juristic personality. Companies and corporations are said to be legal or juristic personalities. This arises from the incorporation process. A corporation is a word that is said to have been derived from a Latin word corpus which means among other things “body”. An incorporated body becomes what is known as a “corpora coporata” in Latin or corporate body. The idea of a juristic person in law refers to an entity recognized in law as an artificial person. What this means is the entity recognized...
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...Legal Forms of Business Michelle Impellizzeri LAW/531 January 21, 2012 J. Thomas Witek, JD Legal Forms of Business To start a business, choosing the best form of operation will depend upon the type of business the owner wants to undertake. When selecting a form of business the owner should ensure that the form best meets their needs. “The selection depends on many factors, including the ease and cost of formation, the capital requirements of the business, the flexibility of management decisions, government restrictions, personal liability, tax considerations, and the like” (Cheeseman, 2010, p. 529). The major forms of business organizations are, sole proprietorship, partnership, limited liability company, limited liability partnership, corporation, S corporation, and franchise. This paper will define these forms and provide individual scenarios of each and why they were chosen. Sole Proprietorship “A sole proprietorship is the simplest form of business organization. The owner of the business, the sole proprietor, is the business” (Cheeseman, 2010, pg. 530). An example of a business that would benefit from sole proprietorship would be someone who creates floral designs and sells them for a profit. In this scenario, sole proprietorship would be the optimum business form as it is the easiest business to establish and does not cost a lot. As the sole proprietor, the owner has the rights to make all business decisions, to include staffing, merchandise pricing, and hours...
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...Business Entities, Laws, and Regulations Trudy E. Hartis BUS/415 November 20, 2011 Mark Rorem Business Entities, Laws, and Regulations A business assumes limitations and liabilities when building the structure of the organization. There are several types of business entities, hiring an accountant or attorney can help you decide what type of business structure best fits the need of the organization or business that you want to establish. Sole proprietorship, is a form of business with the least amount of legal formalities and the owner assumes sole responsibility for finances and operations of the business. “C” Corporation, are separate entity from its owners. Providing shareholders protection from liability and debts. “S” Corporation, similar to a corporation and is exempt from federal income tax. General Partnership, require an agreement between two or more individuals or entities to own and operate a business. Limited Partnership, form of business that offers some of the partner’s limited liability. Limited partners contribute capital and have limited liability but assume not active role in the daily business affairs. Limited Liability Partnership, LLP’s is organized to protect individual partners form personal liability for the negligent acts of others partners or employees not under their direct control. Limited Liability Company, LLC is a combination of the corporate and partnership forms of business (Types of Business Entities, 2004)...
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...memorandum) Student Name Western Governors University Part A (The report) Determining what type of business venture to either start or invest in can be challenging. Over the next several pages we will evaluate the various types of business organizations and at the end of this report; you should have an initial or better understanding of the different types of business forms. Sole Proprietorship: The word proprietorship can sound intimidating. It is important to remember that most things are simplified with knowledge. If your business is a sole proprietorship then you as an individual are the owner and operator of that business. This means the sole proprietor handles everything from setting up the business, which does not require an attorney to establish the business and you only have to report the name of your business if you choose to operate under a name other than your own. Then you need to register your business with the government. • Liability: All liability resides with the owner of the company and even their personal property could be implicated in a situation where the company fails due to poor market conditions, business strategy or if someone is injured as the result of company products or other. The person that owns the business is liable for all aspects of the business and could be drawn into legal actions based on outcomes of liability situations. • Income Taxes: The sole proprietor also reports all earnings and losses through their individual’s...
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...performing the services. Fial’s activities generated 80% of the business and Steeby the other 20%. Fial was unhappy with the arrangement and wrote Steeby to dissolve the partnership. He said that the dissolution should simply require assignment of accounts. Fial told the ICs that their obligations to the partnership would be terminated on 9/10/84 and Fial then terminated the contacts with the clients and put them under Ks with his new firm. He then hired new auditors to do the auditing. The partnership was formally terminated on 5/23/85. Steeby sued for breach of the partnership agreement and for final accounting of the assets. Trial court found that Fial had breached the agreement by breaching his fiduciary obligations. The breach occurred when: 1) he fired the auditors and dissipated the assets of the partnership; 2) terminated the contracts with the clients and taking over the work. JUDGMENT: Upheld trial court’s determination of breach of fiduciary duty and the constructive trust. A sole trader works alone, he/she is liable for everything about the business, day-today running of the business, its success and failure. If he/she fails, he/she will lose not only his/her business but his/her losses will extend to his/her personal possessions too to cover the cost of the business.The capital investment is comparatively less,The managerial ability of a sole trading concern is limited. In partnerships, the business is organised by partners and owned equally amongsts them. The...
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...Business Entities, Laws, and Regulations Business Entities, Laws, and Regulations Regardless of the type of business to be opened, an entrepreneur should have a sound business plan, patience, motivation, and time. It takes knowledge of current laws and understanding of regulations that protect new business owners and their counterparts alike. Some employment laws vary state-to-state and some are federally regulated; however, it is up to a new business owner to not only learn these laws but to familiarize themselves with them to ensure compliance. Restaurant/Bar “Lou and Jose plan to open a sports bar and restaurant but they do not have much money. Miriam is a wealthy investor who does not have time to work the business; however, she wants to provide funds for the start-up of the business. In return, Miriam wants a percentage of ownership” (University of Phoenix, 2010). Business Entity A limited liability partnership is the best choice of business entity for Lou, Jose, and Miriam. Jose and Lou will control and manage the business while Miriam is the investing partner and will act as a limited partner. According to the IRS, “a partnership is the relationship existing between two or more persons who join to carry on a trade or business. Each person contributes money, property, labor or skill, and expects to share in the profits and losses of the business” (IRS, 2012). Control. A written partnership agreement is not required by law; however, it is a way for partners to...
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...Corpus which also means body. A corporation is therefore a legal person brought into existence by a process of law and not by natural birth. Owing to these artificial processes they are sometimes referred to as artificial persons, not fictitious persons. Company law can be described as the body of laws and rules that govern companies created under the United Kingdom Companies Act of 2006 (hereafter referred to as the Act of 2006). Section 1(1) of the Companies Act of 2006 states; “what company means as a corporation that is created, formed and registered under the aforementioned Act, which is one that was registered after such commencement of the Part in the Act or before such commencement.” It can also be one that came into existence under the U.K Companies Act of 1985, or the Companies (Northern Ireland) Order of 1986, or was a company in existence for the purposes of any of the Acts or Order, and is thus to be treated as if created by the act (Companies Act 2006). This is however a very vague definition. In the statute, the word company is not a legal term hence the vagueness of the definition. The legal attributes of the word company will depend upon a particular legal system. In legal theory, a company denotes an association of a number of persons for some common object or objectives. In ordinary usage it is associated with economic purposes or gain. A company can be defined as an association of a group or several persons who contribute money or money’s worth into a common...
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...Business Entities Paper Arbra Jones Business Law BUS/415 Professor Dina C. Gledhill February 20, 2012 Business Entities This paper will evaluate three scenarios, restaurant and bar with wealthy third party investor, an extermination company with a wealthy owner and investor, and a construction company which is hiring for particular position. The business entity that represents the best choice for each business will be identified as well as the laws, regulations, taxation, and control each business must consider. The liability issues each business must protected from will also be discussed. The evaluation of the construction company will identify and discuss employment laws and regulations the company must abide by. Restaurant and Bar Scenario Based on information provided in the scenario, Lou and Jose want to open a sports bar and restaurant. Miriam, a wealthy investor, has agreed to invest in the venture because Lou and Jose do not have enough startup capital. In return for her investment Miriam will receive a percentage of the company’s profit as an owner. Business Entity, Control, Taxation, and Liability A partnership would be the best business entity for the sports bar because there are three owners that will participate in the business and receive a percentage of the business profits. Miriam will provide the investment capital and Lou and Jose will run the day-to-day operations. A partnership allows all parties to have control of the business and decisions...
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