Corporations vs. Other Business Entities Flashcards

1
Q

Corporation

A

a legal entity distinct from its owners and which may be created only by filing certain documents with the state.

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2
Q

Who are the owners of a corporation?

A

the shareholders

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3
Q

Are shareholders personally liable for obligations of the corporation?

A

no

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4
Q

Are officers or directors personally liable for the obligations of the corporation?

A

no

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5
Q

Who is liable for the obligations of the corporation?

A

only the corporation

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6
Q

Who has the right to management of the corporation?

A

the board of directors

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7
Q

The day-to-day operations of a corporation are overseen by whom?

A

the corporate officers

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8
Q

Is ownership of a corporation freely transferable?

A

yes

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9
Q

How long can a corporation last?

A

perpetually

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10
Q

C Corporation

A

a corporation in which both the income of the corporation and distributions made to shareholders are taxed separately. C corporations are subject to double taxation.

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11
Q

S Corporation

A

a corporation which is taxed as a partnership; i.e. only income of the corporation is taxed. Distributions to the shareholders are not taxed; they “flow through.”

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12
Q

Sole Proprietorship

A

a business entity where one person owns all the business assets.

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13
Q

Is a sole proprietorship separate from the owner?

A

no, they are the same entity.

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14
Q

Is the owner of a sole proprietorship personally liable for its obligations?

A

yes

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15
Q

How long can a sole proprietorship last?

A

only for the life of the owner

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16
Q

Is ownership of a sole proprietorship freely transferable?

A

yes

17
Q

Benefit Corporation

A

a corporation which intends to benefit the public and the environment, in addition to its shareholders.

18
Q

Benefit corporations are treated as what for tax purposes?

A

C corporations

19
Q

In order to be designated a benefit corporation, what must happen?

A

the articles of incorporation must expressly state that it is a benefit corporation.