1. The Law of Corporations
Introduction

2. Business Organization
Forms: sole proprietorships, partnerships, limited partnerships, and corporations

3. Sole proprietorships-a business owned and operated by one individual
Partnerships-two or more people who are co-owners of a business for profit.
Limited partnerships-like general partnership, but includes a general partner and limited partner.
Corporations-organizations created by following statutory guidelines.

4. What is a corporation? A business corporation is a legal entity
separate from its owners. Its legal
existence does not depend on the life of its
owners, and the corp. is liable for its own
debts and pays its own taxes.
Shareholders-owners of the business
Dividends-profits
Directors-group that has general management power
Officers-individuals responsible for day to day management of the corp.

5. Where do you find corporate law?
The law related to business organizations is statutory law and case decisions interpreting the law.
Each state has laws regulating business organizations.
Many states pattern their laws after some uniform acts.

6. Professional Corporations
Corporations formed by certain professional groups: doctors, lawyers, accountants, and dentists.
These corps are subject to the rules of the profession involved.
Nonprofessionals are prevented from owning an interest in a professional corp.

7. Other Corps.
Close corp-ownership, management, and control are confined to those few individuals who created and operate the business
Public corp –corps that allow anyone to invest in the business by buying shares of the stock or other securities

8. Nonprofit corp. –created for religious, educational, or other charitable purposes
-has members
-members do not share profits
-corp must apply separately with the IRS and the state tax agency to gain tax exempt status

9. Georgia law: Title 14: Corporations, Partnerships & Associations
Document filing requirements
Forms prescribed by Secretary of State.
Fees and penalties.
Correcting a document filed with the Secretary of State.

10. Secretary of State