Selecting A Form of Business Ownership: Week 4

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Week 4

Selecting a Form of
Business Ownership

Chapter Objectives
Identify the questions to ask in choosing the
appropriate form of ownership for a business.
Describe the sole proprietorship form of
organization, and specify its advantages and
disadvantages.
Identify the different types of partnerships and
explain the importance of a partnership
agreement.
Describe the advantages and disadvantages of
the partnership organization.

Chapter Objectives
Explain how corporations are formed and how
they operate.
Discuss the advantages and disadvantages of the
corporate form of ownership.
Examine S-corporations, limited-liability
companies, cooperatives, and not-for-profit
corporations.
Explain why companies are motivated to merge
or acquire other companies.

Factors to Consider when Selecting Legal Form of


Organization

1.
2.
3.
4.
5.
6.

How much control?


Share profits?
Liability exposure?
Financing needs?
Business set-up and reporting
costs?
Business continuance?

Forms of Business Organization

SOLE PROPRIETORSHIP
Business owned by only one person.
GENERAL PARTNERSHIP

Business owned jointly by two or more people.


CORPORATION
Business that is a legal entity separate from the
parties who own it.
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Types Of Business

Sole Proprietorship

Sole Proprietorship

General Partnership and Unlimited Liability

Partnership Agreement

Cash/Contribution of partners
Division of income/loss
Partner responsibilities
Conditions for sale
Conditions for dissolving
Conditions for settling disputes

liablefor actions of all of the partners.


9

General Partnership
Advantages and Disadvantages

10

Limited Partnership

Limited

Limited

Partner

Partner

General
Partner
Limited

Limited

Partner

Partner

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Corporation
A corporation is a legal entity that is entirely
separate from the parties who own it (called
shareholders).
A corporation can:
Enter into binding contracts
Buy and sell property
Sue and be sued
Be held Responsible for its actions
Pay income and other taxes

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Characteristics of Shareholders

Corporations are owned by shareholders.


Owners of a corporation invest money
in the business by buying shares of stock.
Ownership percentage is represented by
percent of total shares of stock owned.
For example, if the corporation has 100
shares of stock and you own 30, you own
30% of the corporation.

13

Characteristics of Board of Directors


Responsible for governing corporation
Most are from outside the company
Oversees major policies and decisions
Sets goals for the corporation
Holds management accountable
for achieving corporate goals
Hires and evaluates the Chief Executive Officer
(CEO)
Approves payment of dividends (earnings
distributed to shareholders)

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Corporations

15

Privately-Held Corporation

Stock is held by only a few individuals, not to be


sold to the general public

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S-Corporation
Chosen to limit the liability of its owners and
avoid having their earnings taxed twice (first at
corporate level and then at personal level).
A disadvantage is that the owners have no
flexibility in the way profits are divided among
the owners.
In an S-corporation, profits must be allocated
based on percentage ownership.

17

Limited Liability Corporation (LLC)


Chosen to limit the liability of its owners and
avoid having their earnings taxed twice.
Looks a lot like an S-Corporation, but theres an
important difference:
Profits do not have to be allocated to owners
based on percentage ownership. Members can
distribute profits in any way they want.

18

Cooperative

A COOPERATIVE is also known as a Co-Op


Owned by those using its services.
Those who belong, join together to market
products, purchase supplies, and provide services
for members.
If cooperative makes a profit, it shares its
financial success with its members.

19

Not-For-Profit Corporation
Sometimes called a non-profit organization
Formed to serve a public purpose rather than for
financial gain
Exempt from federal and state income taxes
Contributions to the not-for-profit corporation are
tax deductible to donor

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Mergers and Acquisitions


Merger: two companies combine to form a new
company.
Acquisition: purchase of one company by another
Motives:
Gain complementary products.

Attain new markets.


Realize more efficient economies of scale.
Hostile Takeover: a takeover resisted by the
targeted companys management and its Board.

21

Suppose that youre trying to decide which legal


form of ownership is best for you and the business
that you want to start up. What are the important
questions you should ask yourself while making
this decision?

Youll probably want to explore all of the following questions:


How much control do I want? Do I want to own the company myself or share ownership with others?
Do I want to share my profits with others?
How much liability exposure am I willing to accept? Am I willing to risk my personal assets for the business?
What are my financing needs? Can I furnish the money to start the business myself or will I need some
investment from other people?

What am I willing to do to set up and operate my business? Do I want to minimize the costs of getting
started and avoid complex government reporting requirements?
Should it be possible for the business to continue without me? Is it important that the business survives me?
You would also want to consider whether you want to avoid paying business income taxes and whether
you have all the skills needed to run the business.

Do you have all the skills needed to run the business?


How much liability exposure are you willing to accept?

Activity

Jayden Collins, owner of Grand Cannon


Helicopter Adventures, wants to expand his
business. To do this, he needs an influx of cash
and help running the business. Should he bring
in his friend who has money, is good at
handling day-to-day operations, but has a less
than perfect flying record? Or should he
continue to fly solo?

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