Meet 13
Choosing a Form of Business
Ownership
Compiled by:
Lecturer Team for Introduction to Management and Business Courses
Year 2020/2021
Learning objectives:
• M9- Mahasiswa mampu menganalisis perkembangan bisnis
dari kepemilikan berdasarkan survey di lapangan (Pusat
Perbelanjaan/mall)
Sole Proprietorships
• A business that is owned (and usually operated) by one person
• The simplest form of business ownership and the easiest to
start
• Many large businesses began as small, struggling sole
proprietorships
• The most popular form of business ownership
Advantages and Disadvantages of Sole
Proprietorships
ADVANTAGES
• Ease of start-up
and closure
• Pride of ownership
• Retention of all profits
• No special taxes
• Flexibility of being your
own boss
DISADVANTAGES
– Unlimited liability
• A legal concept that holds
a business owner
personally responsible for
all the debts
of the business
– Lack of continuity
– Lack of money
– Limited management skills
– Difficulty in hiring
employees
Partnerships
• A voluntary association of two or more persons to act as co-
owners of a business for profit
• Less common form of ownership than sole proprietorship or
corporation
• No legal limit on the maximum number of partners; most have
only two
• Large accounting, law, and advertising partnerships have
multiple partners
• Partnerships are usually a pooling of special talents or the result
of a sole proprietor taking on a partner
Advantages and Disadvantages
of Partnerships
ADVANTAGES
• Ease of start-up
• Availability of capital
and credit
• Personal interest
• Combined business
skills
and knowledge
• Retention of profits
• No special taxes
DISADVANTAGES
• Unlimited liability
• Management
disagreements
• Lack of continuity
• Frozen investment
Corporations
• An artificial person created by law with most of the legal rights of a
real person, including the rights to start and operate a business, to
buy or sell property, to borrow money, to sue or be sued, and to enter
into binding contracts.
• Unlike a real person, however, a corporation exists only on paper.
• There are approximately 6 million corporations in
the U.S.
• They comprise about 19% of all businesses,
but they account for 83% of sales revenues.
Corporate Ownership
• Corporate ownership
• Stock
• The shares of ownership of a corporation
• Stockholder
• A person who owns a corporation’s stock
• Closed corporation
• A corporation whose stock is owned by relatively few people and is
not sold to the general public
• Open corporation
• A corporation whose stock is bought and sold on security
exchanges and can be purchased by any individual
Forming a Corporation
• Incorporation
• The process of forming a corporation
• Most experts recommend consulting a lawyer
Forming a Corporation
• Where to incorporate
• Businesses can incorporate in any state they choose
• Some states offer fewer restrictions, lower taxes, and other benefits to
attract new firms
• Domestic corporation
• A corporation in the state in which it is incorporated
• Foreign corporation
• A corporation in any state in which it does business except the one
in which it is incorporated
• Alien corporation
• A corporation chartered by a foreign government and conducting
business in the U.S.
Forming a Corporation
• The Corporate Charter
• Articles of incorporation: a contract between the corporation and
the state in which the state recognizes the formation of the
artificial person that is the corporation and includes
• firm’s name and address
• incorporators’ names and addresses
• purpose of the corporation
• maximum amount of stock and types of stock
to be issued
• rights and privileges of stockholders
• length of time the corporation is to exist
Forming a Corporation
• Stockholders’ rights
• Common stock
• Stock owned by individuals or firms who may vote on corporate matters
but whose claims on profit and assets are subordinate to the claims of
others
• Preferred stock
• Stock owned by individuals or firms who usually do not have voting rights
but whose claims on dividends are paid before those of common stock
owners
• Dividend
• A distribution of earnings to the stockholders of a corporation
• Proxy
• A legal form listing issues to be decided at a stockholders’ meeting and
enabling stockholders to transfer their voting rights to some other
individual or individuals
Forming a Corporation
• Organizational meeting
• The last step in forming a corporation
• The incorporators and original stockholders
meet to adopt corporate by-laws and elect
their first board of directors
• Board members are directly responsible to stockholders for
how they operate the firm
Corporate Structure
• Board of directors
• The top governing body of a corporation, the members of which are
elected by the stockholders
• Responsible for setting corporate goals, developing strategic plans to
meet those goals, and the firm’s overall operation
• Outside directors: experienced managers or entrepreneurs from
outside the corporation who have specific talents
• Inside directors: top managers from within
the corporation
Corporate Structure
• Corporate officers
• The chairman of the board, president, executive vice
presidents, corporate secretary, treasurer, and any other top
executive appointed by the board
• Implement the chosen strategy and direct the work of the
corporation, periodically reporting results to the board and
stockholders
Hierarchy of Corporate Structure
• Stockholders exercise a great deal of influence through their
right to elect the board of directors.
Advantages and Disadvantages of a Regular
Corporation, S-Corporation, Limited-Liability
Company
Special Types of Business Ownership
• Not-for-profit corporations
• Corporations organized to provide social, educational,
religious, or other services, rather than to earn a profit
• Charities, museums, private schools, colleges, and
charitable organizations are organized as not-for-profits
primarily to ensure limited liability
• Must meet specific IRS guidelines to obtain tax-exempt
status
Joint Ventures
• Joint ventures
• Agreements between two or more groups to form a business
entity in order to achieve a specific goal or to operate for a
specific period of time
• Example: Walmart and India’s Bharti Enterprises
Corporate Growth
• Growth from within
• Introducing new products
• Entering new markets
• Growth through mergers and acquisitions
• Merger: the purchase of one corporation by another; essentially the same
as an acquisition
• Hostile takeover: a situation in which the management and board of
directors of a firm targeted for acquisition disapprove of the merger
• Tender offer: an offer to purchase the stock of a firm targeted for
acquisition at a price just high enough to tempt stockholders to sell their
shares
• Proxy fight: a technique used to gather enough stockholder votes to
control a targeted company
Corporate Growth
• Horizontal mergers
• Mergers between firms that make and sell similar products
• Subject to approval by federal agencies to protect competition
• Vertical mergers
• Mergers between firms that operate at different but related levels
of production and marketing of a product
• Usually one firm is a supplier or customer of the other
• Conglomerate mergers
• Mergers between firms in completely different industries
Three Types of Growth by Merger
Reference
• William M. Pride, Robert J. Hughes, Jack R. Kapoor. (2019).
Foundations of Business 6E. America: Cengage Learning
Thank You

meet 13 (3).pptx

  • 1.
    Meet 13 Choosing aForm of Business Ownership Compiled by: Lecturer Team for Introduction to Management and Business Courses Year 2020/2021
  • 2.
    Learning objectives: • M9-Mahasiswa mampu menganalisis perkembangan bisnis dari kepemilikan berdasarkan survey di lapangan (Pusat Perbelanjaan/mall)
  • 3.
    Sole Proprietorships • Abusiness that is owned (and usually operated) by one person • The simplest form of business ownership and the easiest to start • Many large businesses began as small, struggling sole proprietorships • The most popular form of business ownership
  • 4.
    Advantages and Disadvantagesof Sole Proprietorships ADVANTAGES • Ease of start-up and closure • Pride of ownership • Retention of all profits • No special taxes • Flexibility of being your own boss DISADVANTAGES – Unlimited liability • A legal concept that holds a business owner personally responsible for all the debts of the business – Lack of continuity – Lack of money – Limited management skills – Difficulty in hiring employees
  • 5.
    Partnerships • A voluntaryassociation of two or more persons to act as co- owners of a business for profit • Less common form of ownership than sole proprietorship or corporation • No legal limit on the maximum number of partners; most have only two • Large accounting, law, and advertising partnerships have multiple partners • Partnerships are usually a pooling of special talents or the result of a sole proprietor taking on a partner
  • 6.
    Advantages and Disadvantages ofPartnerships ADVANTAGES • Ease of start-up • Availability of capital and credit • Personal interest • Combined business skills and knowledge • Retention of profits • No special taxes DISADVANTAGES • Unlimited liability • Management disagreements • Lack of continuity • Frozen investment
  • 7.
    Corporations • An artificialperson created by law with most of the legal rights of a real person, including the rights to start and operate a business, to buy or sell property, to borrow money, to sue or be sued, and to enter into binding contracts. • Unlike a real person, however, a corporation exists only on paper. • There are approximately 6 million corporations in the U.S. • They comprise about 19% of all businesses, but they account for 83% of sales revenues.
  • 8.
    Corporate Ownership • Corporateownership • Stock • The shares of ownership of a corporation • Stockholder • A person who owns a corporation’s stock • Closed corporation • A corporation whose stock is owned by relatively few people and is not sold to the general public • Open corporation • A corporation whose stock is bought and sold on security exchanges and can be purchased by any individual
  • 9.
    Forming a Corporation •Incorporation • The process of forming a corporation • Most experts recommend consulting a lawyer
  • 10.
    Forming a Corporation •Where to incorporate • Businesses can incorporate in any state they choose • Some states offer fewer restrictions, lower taxes, and other benefits to attract new firms • Domestic corporation • A corporation in the state in which it is incorporated • Foreign corporation • A corporation in any state in which it does business except the one in which it is incorporated • Alien corporation • A corporation chartered by a foreign government and conducting business in the U.S.
  • 11.
    Forming a Corporation •The Corporate Charter • Articles of incorporation: a contract between the corporation and the state in which the state recognizes the formation of the artificial person that is the corporation and includes • firm’s name and address • incorporators’ names and addresses • purpose of the corporation • maximum amount of stock and types of stock to be issued • rights and privileges of stockholders • length of time the corporation is to exist
  • 12.
    Forming a Corporation •Stockholders’ rights • Common stock • Stock owned by individuals or firms who may vote on corporate matters but whose claims on profit and assets are subordinate to the claims of others • Preferred stock • Stock owned by individuals or firms who usually do not have voting rights but whose claims on dividends are paid before those of common stock owners • Dividend • A distribution of earnings to the stockholders of a corporation • Proxy • A legal form listing issues to be decided at a stockholders’ meeting and enabling stockholders to transfer their voting rights to some other individual or individuals
  • 13.
    Forming a Corporation •Organizational meeting • The last step in forming a corporation • The incorporators and original stockholders meet to adopt corporate by-laws and elect their first board of directors • Board members are directly responsible to stockholders for how they operate the firm
  • 14.
    Corporate Structure • Boardof directors • The top governing body of a corporation, the members of which are elected by the stockholders • Responsible for setting corporate goals, developing strategic plans to meet those goals, and the firm’s overall operation • Outside directors: experienced managers or entrepreneurs from outside the corporation who have specific talents • Inside directors: top managers from within the corporation
  • 15.
    Corporate Structure • Corporateofficers • The chairman of the board, president, executive vice presidents, corporate secretary, treasurer, and any other top executive appointed by the board • Implement the chosen strategy and direct the work of the corporation, periodically reporting results to the board and stockholders
  • 16.
    Hierarchy of CorporateStructure • Stockholders exercise a great deal of influence through their right to elect the board of directors.
  • 17.
    Advantages and Disadvantagesof a Regular Corporation, S-Corporation, Limited-Liability Company
  • 18.
    Special Types ofBusiness Ownership • Not-for-profit corporations • Corporations organized to provide social, educational, religious, or other services, rather than to earn a profit • Charities, museums, private schools, colleges, and charitable organizations are organized as not-for-profits primarily to ensure limited liability • Must meet specific IRS guidelines to obtain tax-exempt status
  • 19.
    Joint Ventures • Jointventures • Agreements between two or more groups to form a business entity in order to achieve a specific goal or to operate for a specific period of time • Example: Walmart and India’s Bharti Enterprises
  • 20.
    Corporate Growth • Growthfrom within • Introducing new products • Entering new markets • Growth through mergers and acquisitions • Merger: the purchase of one corporation by another; essentially the same as an acquisition • Hostile takeover: a situation in which the management and board of directors of a firm targeted for acquisition disapprove of the merger • Tender offer: an offer to purchase the stock of a firm targeted for acquisition at a price just high enough to tempt stockholders to sell their shares • Proxy fight: a technique used to gather enough stockholder votes to control a targeted company
  • 21.
    Corporate Growth • Horizontalmergers • Mergers between firms that make and sell similar products • Subject to approval by federal agencies to protect competition • Vertical mergers • Mergers between firms that operate at different but related levels of production and marketing of a product • Usually one firm is a supplier or customer of the other • Conglomerate mergers • Mergers between firms in completely different industries
  • 22.
    Three Types ofGrowth by Merger
  • 23.
    Reference • William M.Pride, Robert J. Hughes, Jack R. Kapoor. (2019). Foundations of Business 6E. America: Cengage Learning
  • 24.