Types of Firms:Sole Proprietorships, Partnerships,Corporations

SCHOOL OF FINANCE
1 Jul 201910:05

Summary

TLDRThis video script delves into the three main business structures: sole proprietorship, partnerships, and corporations. It explains the ease of setting up a sole proprietorship but highlights the risk of personal liability. Partnerships, including general, limited, and limited liability partnerships, are discussed with their respective pros and cons. Corporations are presented as the most protective entity for personal assets, despite higher costs and paperwork. The script also touches on dividends, double taxation, and flow-through entities like REITs, advocating for corporations as the safest business choice.

Takeaways

  • πŸ˜€ Sole proprietorship is the simplest form of business with one owner who is also the employee, enjoying all profits and losses.
  • πŸ“š Setting up a sole proprietorship is easy with minimal paperwork and low costs.
  • 🚨 The major downside of a sole proprietorship is the personal liability for business debts, which can affect personal assets.
  • 🀝 Partnerships involve multiple people sharing profits, with three main types: general, limited, and limited liability partnerships.
  • πŸ” General partnerships carry the risk of personal liability for all partners, which can be a significant drawback.
  • πŸ’Ό Limited partnerships offer a balance where general partners manage the business and limited partners invest with limited liability.
  • πŸ›‘οΈ Limited liability partnerships (LLPs) provide protection for partners from personal liability in case of business lawsuits, making them a safer option.
  • 🏒 Corporations are legal entities that can enter contracts, own assets, and get loans, offering a higher level of protection for owners' personal assets.
  • πŸ’° Corporations can declare bankruptcy without affecting the personal finances of the shareholders, which is a significant advantage.
  • 🌐 Shareholders in a corporation elect a board of directors who make decisions aimed at maximizing the corporation's wealth.
  • πŸ’‘ Dividends are a way for corporations to pay back investors from their net income after taxes, but this can lead to double taxation issues.

Q & A

  • What is a sole proprietorship?

    -A sole proprietorship is a type of business where there is usually only one employee, who is also the owner. The owner works by themselves, takes all the profits, and bears all the losses.

  • What are the advantages of setting up a sole proprietorship?

    -The advantages of a sole proprietorship include ease of setup, minimal paperwork, and lower costs compared to other types of firms.

  • What is the main disadvantage of a sole proprietorship in terms of liability?

    -The main disadvantage is that the owner's personal assets are at risk if the business is sued and cannot cover the costs of the lawsuit.

  • What are the three main types of partnerships mentioned in the script?

    -The three main types of partnerships are general partnerships, limited partnerships, and limited liability partnerships.

  • In a general partnership, what is the liability of the partners?

    -In a general partnership, all partners are equally liable for the business's debts and obligations, which means they can be held personally responsible.

  • What is the difference between general partners and limited partners in a limited partnership?

    -General partners in a limited partnership have the same level of liability as in a general partnership, while limited partners have limited liability and are not personally liable for the business's debts beyond their investment.

  • What is the advantage of a limited liability partnership over a general partnership?

    -In a limited liability partnership, partners are protected from personal liability for the actions of other partners, unless they were involved in the wrongful act that led to the lawsuit.

  • What is a corporation and what are its main features?

    -A corporation is a legal entity that can enter contracts, own assets, and be sued. It offers limited liability to its owners, known as shareholders, protecting their personal assets from the corporation's debts.

  • What is a dividend and how does it relate to a corporation's net income?

    -A dividend is a payment made to shareholders from a corporation's net income after taxes. It is a way to distribute a portion of the company's earnings back to the investors.

  • What is double taxation and how can it be avoided in a corporation?

    -Double taxation refers to the taxation of both the corporation's income and the dividends paid to shareholders. It can be avoided by structuring the business as a flow-through entity, such as a Real Estate Investment Trust (REIT), which allows income to be taxed only at the shareholder level.

  • Why are corporations considered the least risky business structure for the owners?

    -Corporations are considered the least risky because they offer limited liability protection to the owners, shielding their personal assets from the corporation's debts and legal issues.

Outlines

00:00

πŸ˜€ Sole Proprietorship Basics

This paragraph introduces the concept of a sole proprietorship, which is a type of business where the owner is the only employee and has full control over the business's profits and losses. The ease of setup and minimal paperwork are highlighted as pros, while the potential for personal liability in the event of legal issues is noted as a significant con. The summary emphasizes the simplicity of starting a sole proprietorship and the risks associated with personal asset exposure in lawsuits.

05:03

🀝 Partnerships and Their Types

The second paragraph delves into partnerships, explaining the three main types: general partnerships, limited partnerships, and limited liability partnerships. It discusses the pros and cons of each, with a focus on the varying degrees of personal liability and the ability to raise capital. The paragraph suggests that limited liability partnerships offer the least risk due to their structure, which protects partners from personal liability unless they are directly involved in wrongdoing.

🏒 Corporations: Benefits and Structure

This paragraph outlines the features of corporations as legal entities with the ability to enter contracts, own assets, and obtain loans. It discusses the concept of limited liability, which protects the personal assets of shareholders, and the process of electing a board of directors and a CEO. The paragraph also introduces dividends as a method of paying back investors and touches on the issue of double taxation, offering flow-through entities like REITs as a solution. The summary concludes by emphasizing the reduced risk for personal assets in corporations, despite the higher cost and paperwork involved.

Mindmap

Keywords

πŸ’‘Sole Proprietorship

Sole proprietorship is a type of business entity where one person owns and operates the business. It is characterized by simplicity in setup and minimal paperwork. In the video, it is described as easy to set up with the owner being the only employee and having full control over profits and losses. However, it also carries the risk of personal liability, where the owner's personal assets can be at risk if the business faces legal issues.

πŸ’‘Partnership

A partnership is a business structure where two or more individuals share the management and profits of a business. The video outlines three types of partnerships: general, limited, and limited liability partnerships. Each type has distinct characteristics regarding the sharing of profits and the extent of personal liability the partners may face. For example, in a general partnership, all partners are equally liable for the business's debts.

πŸ’‘General Partnership

A general partnership involves multiple partners who contribute equally to the business and share in its management and profits. The video mentions that all partners in a general partnership have unlimited liability, meaning they are personally responsible for the business's debts, which can include their personal assets if the business cannot cover its liabilities.

πŸ’‘Limited Partnership

A limited partnership consists of both general and limited partners. The general partners have the same unlimited liability as in a general partnership, while the limited partners have limited liability, meaning their personal liability is restricted to the amount of their investment in the partnership. The video uses this term to illustrate a partnership structure that allows for raising capital while limiting the risk for some investors.

πŸ’‘Limited Liability Partnership (LLP)

An LLP is a type of partnership where the partners have limited personal liability for the business's debts and actions. The video explains that in an LLP, if one partner engages in misconduct that leads to a lawsuit, the other partners are not held personally liable, thus providing protection for the personal assets of the non-culpable partners.

πŸ’‘Corporation

A corporation is a legal entity that is separate from its owners, known as shareholders. The video describes corporations as having the ability to enter contracts, own assets, and obtain loans in their own name. Shareholders' liability is limited to the amount they have invested, which is a significant advantage over other business structures in terms of personal asset protection.

πŸ’‘Shareholders

Shareholders are the owners of a corporation who hold shares or stocks in the company. They elect a board of directors to make decisions on their behalf. The video mentions that shareholders share in the corporation's assets and liabilities but have limited personal liability, which means their personal assets are protected from the corporation's debts.

πŸ’‘Board of Directors

The board of directors is a group of individuals elected by the shareholders to oversee the management of a corporation. They are responsible for making strategic decisions to maximize the corporation's wealth. The video explains that the board is chosen by the shareholders and includes the selection of the CEO.

πŸ’‘Dividend

A dividend is a payment made by a corporation to its shareholders, typically as a distribution of profits. The video describes dividends as a portion of the corporation's net income after taxes, which is returned to the shareholders. It is an example of how corporations can provide returns to their investors.

πŸ’‘Double Taxation

Double taxation refers to the situation where both the corporation and its shareholders are taxed on the same income. The video explains that corporations pay taxes on their profits, and then when dividends are paid to shareholders, the shareholders may also be taxed on these dividends, leading to the same income being taxed twice.

πŸ’‘Flow-Through Entities

Flow-through entities are business structures where the income is taxed only at the owner's level and not at the entity level. The video uses Real Estate Investment Trusts (REITs) as an example, explaining that they avoid double taxation by passing income directly to shareholders, who then pay tax on their personal level, thus eliminating corporate-level taxation.

Highlights

Introduction to the three types of firms: sole proprietorship, partnerships, and corporations.

Sole proprietorship is easy to set up with minimal paperwork and costs.

Risk of personal liability in a sole proprietorship if the business cannot cover a lawsuit.

Explanation of the three main types of partnerships: general, limited, and limited liability partnerships.

General partnerships involve shared profits and personal liability for all partners.

Limited partnerships differentiate between general and limited partners in terms of risk and liability.

Limited liability partnerships protect partners from personal liability except in cases of their own wrongdoing.

Corporations are separate legal entities that can enter contracts, own assets, and face lawsuits.

Corporations offer protection of personal assets from business liabilities.

Bankruptcy in corporations does not require personal financial responsibility from the owners.

Shareholders, the board of directors, and the CEO structure in corporations for decision-making.

Dividends as a method to pay back investors from a corporation's net income after taxes.

Double taxation issue in corporations and the concept of flow-through entities to avoid it.

Real Estate Investment Trusts (REITs) as an example of flow-through entities to prevent double taxation.

Corporations being the least risky business structure due to personal asset protection.

Higher costs and paperwork associated with corporations compared to sole proprietorships and partnerships.

Recommendation to choose a corporation for business due to its protective nature for personal assets.

Transcripts

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hello thank you for tuning in in this

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video we'll be talking about the three

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different types of firms starting out

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with sole proprietorship then going

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through partnerships and finally

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corporations so let us start off with

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sole proprietorship this is where there

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is usually only one employee and that

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employee is usually the owner he works

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by himself and he gets all the profits

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and losses so let's talk about the pros

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and cons of a sole proprietorship if you

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wish to start any so the first Pro is

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that it is very easy to set up when you

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compare it with other types of firms and

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also it has very less paperwork when

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you're trying to file the papers under

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your name let's say you want to start a

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company it's under your name the

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paperwork or very less and since it is

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very easy to set up in a very less

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paperwork it costs you very less okay

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now let's talk about the cons of a sole

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proprietorship the main biggest con of

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the sole proprietorship is that imagine

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if someone Sue's your company for some

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reason it could be any reason to pending

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upon what company's startup and if your

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company does not have any money left to

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pay they sue you they can take hold of

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your personal assets so let's say you're

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the person on the left and the person on

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the right is trying to sue you they can

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reach out the money in your pocket and

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they can take it that doesn't physically

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happen but they go to a court and the

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court does all of this so that is the

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biggest risk that you want to understand

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acknowledge before you have to start a

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sole proprietorship okay secondly we're

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going to talk about the partnerships and

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the partnership there are three

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different types that you need to know in

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partnerships okay so the three different

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types are the main types that you might

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want to set up and each one of them has

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their pros and cons and I'll recommend

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one which is with the least risk so the

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first one we talked about general

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partnerships okay general partnerships

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we have a few people all of the

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more general partners deep let's say

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three people okay they all put the money

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together and they raise that money and

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they manage that money in whatever firm

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they're making had a very good example

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is in accounting and law firms right so

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people put their money together and that

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money is used to put advertisements any

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rental cost and anything else so they

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share let's say three people they three

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people share all of the profits okay now

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a main problem it's such a kind of firm

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is that if any one of them gets into a

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problem or causes a problem and they

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leave the country okay and someone else

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sues the company the person who leaves

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the company is safe they leave the

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country and or the rest of the two

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person who is in the country what

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happens is that they have to pay if they

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don't have any asset the company doesn't

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have any assets okay the so second of

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all let's talk about limited

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partnerships this is where there is

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usually some general partners along with

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some limited partners okay so general

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partners let's say we have about two

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general partners plus five limited

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partners now let us put a circle around

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them to note that there are two

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different types of people with two

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different kinds of benefits and risks

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right the limited partner has very few

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risks associated with them when the

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company gets sued they do not get

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personally sued but the general partners

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have a liability in such an event so the

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limited partners are much viewed much

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safer few but what is the reason for

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creating like this it's that you can

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raise money from limited partners the

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third partnership is the limited

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liability partnerships now this is a

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much more interesting one it is where it

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usually consists of general partners

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let's say three general partners in this

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case and you know one of them screws up

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and creates a problem on the company

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gets sued right and all of that the

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things that we said before right at the

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company that's the enough money they sue

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you

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so what happens here is that the rest of

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the two persons they are protected right

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assuming that they have not involved in

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that bad practice they're protected from

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any problem the third person has cost so

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if you're going to do a partnership it

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is better to start a limited liability

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partnership

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some people like accounting and law

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firms choose a general partnership to

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show that they are trustworthy okay now

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let's go on to corporations a

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corporations are like a legal entity

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okay corporations are a legal entity to

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share benefits of person to be exact the

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benefits that you get from your country

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so let's say you can buy stuff a

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corporation can buy stuff you can enter

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into corn contracts and you can get

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loans and you can get sued so can the

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corporation let's say you declare

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personal bankruptcy the corporation can

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also declare personal bankruptcy so let

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us write that down so first you can

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enter contracts let's say a contract any

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contract you can think off and secondly

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you can get loans like that isn't itself

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as a contract you could think off and

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you can own assets okay

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so that is what a corporation is a lot

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of people do prefer owning a corporation

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I'll tell you that why in a few seconds

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okay

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yes bankruptcy now this is one of the

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main reasons that people choose

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corporations because if the company

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doesn't have enough money to pay off any

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lawsuit it doesn't the people who are

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owning the corporation doesn't have to

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pay personally for the problem and so

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let us talk about the people who own

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this so there is no people that I'm

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aware of who are general partners or

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limited partners when it comes to a

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corporation we have shareholders there

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the person who owned a share in the

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company or a stock they all share the

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company right so they have to share all

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the its assets and liabilities

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and not there could be millions of

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shareholders so they all come together

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and they select a few people known as

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the board of directors who are in charge

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of taking all of the decisions that can

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maximize the wealth of the corporation

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so let's say a million shareholders puts

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some kind of votes to choose you know

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five ten directors who will then

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hopefully elect the CEO and there's a

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lot of stuff they do when speaking about

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corporations I really want to introduce

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to you some concepts like a dividend

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right if you are aware of a dividend

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that's great but just let's cover the

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concept of a dividend what is a dividend

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dividend is just a method to pay back

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the investors of a company or

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corporation right this money that comes

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that makes up the dividend is the money

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that the corporation has after paying

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any taxes so this is part of a net

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income so the part of a net income is

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given back as dividend to the

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shareholders that money goes to these

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shareholders okay so what happens is the

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corporation pays tax and after the rest

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of the money that goes some of them goes

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to the corporation saving account and

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some of them goes back to the person

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shareholders now this creates a huge

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problem of double taxation and a lot of

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people want to avoid that so here is a

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very cool thing that can help you to get

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away from that okay so that you don't

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have to pay double tax you can only pay

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one time so that awesome magical word is

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called the flow-through entities an

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example of that is the reads real estate

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investment trusts what they do is that

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they make sure that so what a real

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estate investment trusts you might be

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thinking so let's say you own a few you

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know it's a company that owns a lot of

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real estate properties that generate

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rental income so the money from that

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goes directly to the people owning that

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corporation owning the REITs the

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corporation itself doesn't have to pay

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any corporate tax right

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it all the money goes to the person's

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owning the shareholders of the REIT and

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the shareholders only pay the tax at a

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personal level so there's a corporate

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level and a personal level so it makes

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sure that they pay the tax only at the

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personal level and that solves the

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double taxation problem okay so let us

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go back to the corporation's right I

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want to mention the corporations are the

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least riskiest among all of the

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businesses okay because it can save your

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personal assets that's the main reason

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so the corporation has more paperwork

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than any other sole proprietorship or

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partnership and because of more work it

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is more costly and expensive okay but

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the main thing about corporations is

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that it protects your personal assets it

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protects the owners personal assets in

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any case of problem that may arise so

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anyone if you're choosing firm please

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choose corporation that is the best

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thing you can do and thank you for

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watching this video on types of firms

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the end

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