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Реферат Corporation - Английский язык

  • Тема: Corporation
  • Автор: Мария
  • Тип работы: Реферат
  • Предмет: Английский язык
  • Страниц: 14
  • ВУЗ, город: РГТЭУ (Пермь)
  • Цена(руб.): 500 рублей



e taxation
In many countries, including the United States and United Kingdom, corporate profits are taxed at a corporate tax rate, and dividends paid to shareholders are taxed at a separate rate. Such a system is sometimes referred to as "double taxation," because any profits distributed to shareholders will eventually be taxed twice. One solution to this (as in the case of UK tax system) is for the recipient of the dividend to be entitled to a tax credit which addresses the fact that the profits represented by the dividend have already been taxed. The company profit being passed on is therefore effectively only taxed at the rate of tax paid by the eventual recipient of the dividend.
Where a double taxation system exists, the additional tax burden is often an incentive for smaller businesses to organize in the form of a partnership, limited liability company, or other type of entity that is not separately taxed. Such entities are often called "pass-through entities."
In the United States, business corporations owe taxes according to two basic categories. A "C corporation" must pay corporate taxes, while "S corporations" pay no corporate taxes but instead pass profits and losses directly to their owners (the stockholders) who declare such profits and losses as part of their personal taxable income. An S corporation must generally have no more than 100 stockholders, who must be natural persons (not other corporations or entities), must reside in the United States, and must consent to the classification; moreover, the S corporation can only issue a single class of stock. As a result of these restrictions, all publicly traded corporations and many larger close corporations have C corporation status. Certain kinds of investment companies are also exempt from corporate income taxes, provided they distribute almost all of their income to shareholders in the form of dividends or capital gains distributions.


The lead of research on a theme: "Corporation" allows making a line of conclusions.
Corporation - simultaneously property complex, the legal person, a commodity producer. Corporation can act in the form both the separate large enterprise, and association of the several enterprises, and also to function in the form both simple joint-stock company, and association of joint-stock companies, for example the holding company. The corporation represents one of scale forms of integration of the companies by association of joint-stock companies and other firms of various fields of activity with a view of development of the coordinated policy of versatile activity.
Distinctive features of corporation.
a) Entity Status - a corporation is a legal entity created under the authority of legislature
b) Limited Liability - as a legal entity, a corporation is responsible for its own debts; its liability is limited to their investment;
c) Free Transferability of Interest - shares, representing ownership interests, are freely transferable;
d) Centralized Management and Control - a corporation management is centralized in a board of directors and officers. It has no direct control over the board’s activities;
e) Duration - Continuity of Existence - a corporation is capable of perpetual existence;
f) Taxation - a corporation, as an entity, pays taxes on its own income; she are taxed only on dividends;
g) Remember Attributes of the Corporation-CLIFF:
1) Centralization of management;
2) Limited liability;
3) Forever (perpetual duration);
4) Freely alienable (shares can be sold).
Types of corporations:
1. For-profit and non-profit
2. Closely-held and public.
3. Multinational corporations.
Formalities in organizing corporation:
1. Certificate or articles of incorporation
a) Purpose Clause
b) State of Incorporation
2. Organizational meeting.
Defects in formation process -”de jure” and “de facto” corps -when there is a defect or irregularity in formation, the question is whether the corp exists “de jure,” “de facto,” “by estoppel,” or not at all. This issue usually arises when a third party seeks to impose personal liability on would-be shs. Another method of challenging corporate status, used only by the state, is a quo warranto proceeding. Note: where there has not been compliance with the statute, we apply principles of de facto, de jure and corp by estoppel. Where there has been compliance with the statute, we apply principles of disregard of corporate fiction, “piercing the corporate veil,” which is an exception, rather than a rule.
1. De jure corporation
2. De facto corporation (substantially abolished)
1) Colorable or apparent attempt;
2) Good faith;
3) Some use of corporate franchise.
3. Corporation by estoppel
a) Definition.
b)Overlap With De Facto
c)De Facto is For All; Estoppel is For One
4. Who may be held liable -
5. Effect of statutes:
a) On De Facto Doctrine
b) On Estoppel Doctrine
c) On Liability
Corporate powers:
a) Guarantees
b) Participation in a Partnership
c) Donations


1. Рефераты http://referats.allbest.ru/
2. Армянские рефераты http://armref.narod.ru/english/
3. Ассистент словарь Проф http://yas.yuna.ru/
4. From the 'Lectric Law Library's stacks  HYPERLINK "http://www.lectlaw.com/files/buo03.htm" http://www.lectlaw.com/files/buo03.htm
5. Types of corporation http://www.adult-hosting.ru/adult/hosting4/Corporation.html#Types_of_corporations
6. Incorporation FAQ http://www.4inc.com/incfaq.htm





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