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Chapters36-41,47 - Chapter 36: Sole Proprietorships and...

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Chapter 36: Sole Proprietorships and FranchisesAdvantages of sole proprietorship:owner owns entire business and receives all the profits, easier tostart and less costly to start, more flexible because one person makes all decisionsDisadvantages of sole proprietorship: proprietor alone bears the burden of any losses or liabilities,unlimited liability including personal liability, doesn’t continue at deathFranchises:1.typesa.distributorshipb.chain-style business operationc.manufacturing arrangement2.law governinga.federal regulation of franchisesb.state protection for franchises3.franchise contracta.payment for the franchiseb.business premisec.location of the franchised.business organizatione.quality controlf.pricing arrangementsFranchise termination:1.wrongful termination2.importance of good faith and fair dealingChapter 37: Partnerships and Limited Liability PartnershipsDifferences between partnership and agency:partnership includes dividing money up as well asresponsibilityUniform Partnership Act (UPA): governs the operation of partnerships in the absence of expressagreementPartnership: association of two or more persons to carry on as co-owners of a business for profitWhen does a partnership exist:1.sharing of profits or losses2.joint ownership of the business3.equal right to be involved in the management of the businessNo partnership:1.debt by installments or interest on a loan2.wages of an employee or for the services of an independent contractor3.rent to a landlord4.annuity to a surviving spouse or representative of deceased partner5.sale of goodwill of businessPartnerships taxed as pass through entity-files an information return
Terms commonly included in partnership agreement:1.basic structure2.capital contribution3.sharing of profits and losses4.management and control5.accounting and partnership records6.dissociation and dissolution7.arbitrationRights of Partners:1.management2.interest in partnership3.compensation4.inspection of books5.accounting of partnership assets or profits6.property rightsDuties and liabilities of partners:1.fiduciary duties2.breach and waiver of fiduciary duties3.authority of partners4.liability of partnersa.jointb.joint and severalc.liability of incoming partnersDissociation of a partner1.partner voluntary giving notice of an express will to withdraw2.

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Term
Summer
Professor
Saffold,Jon
Tags
Business, Corporation, fiduciary duties

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