Corporations and Business Structure

Question: Discuss about theCorporations and Business Structure. Answer: Introduction The given case presents a scenario where there is intention on the part of the clients to open a new business. There are various business structures which the clients may choose for the business but due to limited information on this aspect, advice needs to be extended in regards to choosing the most relevant structure. The various options in this regard that are available to Australian businesses are corporation, sole trader, joint venture and partnership (Latimer, 2015). However to take a decision in this regards, it is imperative to extract relevant information about the nature of the business and its requirements coupled with future plans for the business. These answers would serve as driving information for the relevant analysis of potential options in a bid to recommend the most suitable choice. Questions List What is the new business that you plan to open? Answer: We intend to set up a caf in the university campus and cater to the huge amount of university students. What do you think is the capital requirement of this business? Answer: Well, at present the capital requirement would be in the vicinity of $ 250,000 which would include six months of working capital. How do you plan to arrange the finances? Answer: We are three of us and each of us would pool equal amount of money into the business. For any further requirement of financing, commercial banks would be obtained to seek finances in the form of term loan. How soon do you intend to set up the business? Answer: We intent to set up the business at the earliest as this is a lucrative opportunity and any delays in setting up may result in someone else setting up a caf which would result in loss of opportunity. Are you aware of the potential liabilities associated with the business and willing to assume the same? Answer: Yes, we are aware of the typical liabilities associated with any food and beverage business but since one of us would be present all the time, hence we assume that there should not be any lapses and hence at the moment assuming any liability is not an issue. However, time is of essence as this is a lucrative opportunity which might be cashed in by someone else. What are your future plans and vision for the business? Answer: Well, we intend to extend operations to different campuses of various universities located in Sydney. However, this is atleast one year down the line if not more as the current concern is to serve our own campus. How about your incremental financial needs and the potential sources for the same? Answer: Well, currently we already have 6 months of working capital and hence for the current caf, we assume that any incremental financial needs should be minimal. We expect business to really pick up in couple of months but still have kept ample buffer in case of any adversity. For, further expansion funding may be required but a call on the same would be essentially taken later. What about an exit option in case one of you wants to discontinue in the business? Answer: We have known each other since quite long and are really committed to launch this business irrespective of the outcome. Besides, we have sound understanding between us which makes us confident that there should not be any dispute or misunderstanding which would lead to any of us exiting the business. As for contingency need of any cash, we can always approach either our family or friends to bail us out. Hence, we are not really concerned about an exit option. Relevant Laws Based on the above answers obtained from the client, it is apparent that sole trader business model would not be possible considering the fact that there are multiple shareholders in the business venture. As a result, the two business structures which deserve in-depth description are the partnership and the company as the clients would be recommended one of the two structures based on the relative merits and demerits. Partnership Partnership is essentially a business structure which is characterised by the presence of two or more partners which tend to have stakes in the business. For forming a partnership, s.1 Partnership Acts 1892 (NSW) suggests the following three conditions to be met (Fletcher, 2007). Profit Motive It is imperative that the activity for which the partnership must have been formed should be driven by the motive of earning profit. Any non for profit organization cannot be termed as a partnership. Business being carried on As indicated in the Smith v. Anderson [1880] 15 Ch D 247, it is imperative that the business should be continuous and ongoing and must not comprise of certain isolated activities which would not be recognized as partnership. Carrying on of business in common While it is not essential for every partner to be actively involved, but it is essential that the decision making is taken on behalf of all the partners of the firm and essentially is binding on them collectively as they are joint owners of the business. An additional parameter highlighted in the Smith v. Anderson [1880] 15 Ch D 247 case was the fact that a partnership firm is not a separate legal entity unlike company. The existence of the partnership firm is contingent on the existence of the various partners and it is these partners which actually are the legal existence of the firm. Besides, s. 27 enumerates the various duties and responsibilities of partners. One of the most crucial in this regard is the fiduciary duty that each partner owes to the other in the capacity of both as an agent and also a partner (Gibson Fraser, 2014). As a result, the partners are bound by the decisions made by other partners even though these may be made in bad faith. Besides, the resultant profit and loss made by the business in accordance with s. 27(1) are to be shared amongst the various partners as per the partnership agreement that forms the basis of the partnership and is invaluable towards defining the role and rewards for the various partn ers (Davenport Parker, 2014). It is imperative to note that since the partnership is not a legal entity, hence in case of any business liability, it essentially lies on the business partners and would automatically be transferred to them. Besides, the partnership business usually has unlimited liability which extends to the personal assets of the partners as well. This is unlike a company where only the business assets are covered within the ambit of any potential business liability and excludes the assets of the owners or shareholders. Further, with regards to partnership dissolution, s.35 and s.36 provide guidance with one of the common reasons being leaving of a partner or the death of the same (Harvey, 2009). The various advantages of a partnership business structure for the given business are highlighted below (Lindgren, 2011). The partnership firm could be put into place by the execution of a simple partnership agreement which may or may not be registered. As a result, there are minimal formalities involved resulting in lower time consumption which is critical for the current business venture. With the presence of various partners, it is possible in the current business that the responsibilities could be divided amongst the partners which essentially is helpful for the business and is unlike the sole trader model where a single owner is responsible for the various aspects of the business. The various disadvantages of a partnership business structure for the given business are highlighted below (Latimer, 2015). Considering that the business is essentially food and beverage based, hence in case of any potential harm to customer due to contamination or negligence on the premises could potentially lead to a personal liability for the partners without any upper limit. This could potentially lead to bankruptcy not only for the business but also for the clients in their personal capacity. Further, in accordance with the fiduciary duties, the partners tend to be bound by the contract executed or the decision made by another partner even though the partner may not be authorized to indulge in the same (Lang v James Morrison Co Ltd. [1911] 13 CLR 1 at 11). This may have adverse complications for the business and also for the personal wealth of the partners. Additionally, in a partnership firm, there are difficulties with regards to making an exit for a particular partner as the stake cannot be sold to another individual without the prior permission of the other partners. Further, in the event of a particular partner leaving the partnership, the firm would be dissolved and a new partnership agreement would have to be worked out amongst the new partners. Company Another alternative that needs to be considered with regards to business structure is company. Unlike the partnership firm, the company is a legal entity which has an independent existence free from the owners. This implies that any business liability is directed towards the company and not the owners (Gibson Fraser, 2014). As a result, the personal wealth of the owners is demarcated from the assets of the company which limits the scope of liability. However, in case of any wrongdoing by the director or owner, personal liability of the act cannot be escaped. The owners or the shareholders of the firm could freely exit by selling the shareholding in the company without necessarily taking permission or even informing the other shareholders or owners (Harvey, 2009). The companies in Australia are governed by the Corporations Act 2001. As a result, there are a plethora of obligations with regards to inception, operations and reporting which needs to be adhered to by the company. In this regard, there are two options available namely proprietary company and public company. Section 45A(1) is concerned with the proprietary company and such companies typically have no intention to list themselves and have no more than 50 members (Davenport Parker, 2014). . On the other hand, a public company is comparatively bigger in size and scope and needs to conduct an AGM or Annual General Meeting on an annual basis coupled with disclosure of financial results and reports. The essential difference between the two structures is with regards to amount of regulation which essentially is governed by the category that the business wishes to choose. Normally, smaller businesses with limited expansion plans are set up as proprietary companies (Harvey, 2009). The various advantages of a company business structure for the given business are highlighted below (Latimer, 2015). For the given business, one of the gains of setting a company would be that the personal liability of the clients would become almost nil unless there is evidence of some wrongdoing by the owners and hence breach of any applicable legal clause. However, the normal liabilities due to negligence of employees or otherwise would be directed against the company. This is in line with the verdict of the Salomon v Salomon Co Ltd [1897] AC 22 The company structure provides readily available and convenient exit options for any of the shareholders as it quite possible to sell the stakes to another willing investor without liquidation of the underlying company and hence does not adversely affect business. Besides, the company structure through dilution of equity either on stock exchanges or to private investors presents a lucrative opportunity for raising incremental capital that may be required for business expansion by setting up cafes at other university campuses. This is not readily possible in case of partnership firm. The various disadvantages of a company business structure for the given business are highlighted below (Pendleton Vickery, 2005). There are a host of formalities involved in the inception of the company (whether proprietary or public). This essentially requires quite a lot of time, legal knowledge and cost especially for a lawyer. This may be potentially disastrous in the given case as the opportunity may be cashed in by someone else and hence the business may not takeoff. Besides, there are incremental compliance and reporting costs that are associated with the company structure which is not the case for a partnership firm. For the given case, this may not serve any incremental benefit atleast in the short run. Recommendations The various merits and demerits of the two potential business structures have been discussed above. It is apparent that both these choices have their own relative merits and demerits. However, taking into consideration the needs and preferences of the client, it seems that the partnership business structure is the preferred choice because of the following reasons. The primary reason for choosing the partnership firm is the nominal time in which it can be setup as the only requirement is a partnership agreement which also does not necessarily have to be registered. This ensures that the clients could set up their business in a jiffy. Besides, it also ensures that the business does not have to incur any additional costs of inception and also reporting and compliance costs. As a result, all the resources could be utilized for conducting the business (Latimer, 2015). Additionally, considering that the clients already have made arrangements for the set up cost along with six months of working capital, hence it appears highly unlikely that any incremental capital would be required for running the current caf contemplated at the campus (Lindgren, 2011). Since, there is no debt for the clients and considering that they do not expect any other liability to arise on the basis of any negligence in the business, the liability concerns are also diminished. Further, considering the comfort level that the clients have as partners and also in terms of their financial background, it seems likely that none of the clients would actually require any exit options (Harvey, 2009). However, even though for the current caf partnership business structure may be the preferred choice, but it is highly recommended that if in the future the clients wish to expand their business to multiple locations, a company business structure is highly recommended for ensuring easy availability of incremental finance for growth coupled with limited personal liability (Gibson and Fraser, 2014). References Davenport, S. Parker, D. (2014), Business and Law in Australia, Sydney: LexisNexis Publications Fletcher, K.L. (2007), The law of partnership in Australia, NSW: Lawbook Co, Pyrmont Gibson, A. Fraser, D. (2014), Business Law, Sydney: Pearson Publications Harvey, C. (2009), Foundations of Australian law. Victoria: Tilde University Press Latimer, P. (2015), Australian business law, Sydney: CCH Australia Ltd. Lindgren, K.E. (2011), Vermeesch and Lindgren's Business Law of Australia, Sydney: LexisNexis Publications, Pendleton, W. Vickery, N. (2005), Australian business law: principles and applications, Sydney: Pearson Publication

Uniform Crime Reports free essay sample

National Incident Based Reporting System and the National Crime Reporting Survey are all major crime reporting systems here in the U. S. There are advantages and disadvantages to each reporting crime systems towards the law enforcement, victims, and criminals. There is a unique history on how it became and how it all started. These are poplars systems that will keep growing, but may fade in the background as other reporting systems may take its place.Uniform Crime Reports (CUR) include official information about criminal events that has been provided to the Federal Bureau of Investigation (FBI) from the law enforcement agencies that the said crime was first reported to. I-JAR programs has their advantages, citizens are notified of certain crimes in the area. For citizens who want to know crime rates in their area this is a good benefit. Mothers who are concerned for their children may also see crime rates in certain schools and neighborhoods hillier are walking through to get to school. We will write a custom essay sample on Uniform Crime Reports or any similar topic specifically for you Do Not WasteYour Time HIRE WRITER Only 13.90 / page However, this program is not always accurate which a down-side Is. Law enforcement agencies only report crimes that have been notified to them. Sexual assaults are reported more frequently then breaking and entering and robberies says statistics. There are disadvantages with I-JAR programs on how they define and report cases of people who are raped. When its a case of a man raping a women its only reported, but not when Its a man raped or same sex rape Is not reported In the program. Uniform Crime Reports free essay sample Uniform Crime reports, National Incident Based Reporting System and the National Crime Reporting Survey are all major crime reporting systems here in the U. S. There are advantages and disadvantages to each reporting crime systems towards the law enforcement, victims, and criminals. There is a unique history on how it became and how it all started. These are poplars systems that will keep growing, but may fade in the background as other reporting systems may take its place. Uniform Crime Reports (UCR) include official information about criminal events that has been provided to the Federal Bureau of Investigation (FBI) from the law enforcement agencies that the said crime was first reported to. UCR programs has their advantages, citizens are notified of certain crimes in the area. For citizens who want to know crime rates in their area this is a good benefit. Mothers who are concerned for their children may also see crime rates in certain schools and neighborhoods children are walking through to get to school. We will write a custom essay sample on Uniform Crime Reports or any similar topic specifically for you Do Not WasteYour Time HIRE WRITER Only 13.90 / page However, this program is not always accurate which a down-side is. Law enforcement agencies only report crimes that have been notified to them. Sexual assaults are reported more frequently then breaking and entering and robberies says statistics. There are disadvantages with UCR programs on how they define and report cases of people who are raped. When it’s a case of a man raping a women it’s only reported, but not when it’s a man raped or same sex rape is not reported in the program.

Writing an Assessment Essay - Using A Sample For Your Essay

Writing an Assessment Essay - Using A Sample For Your EssayIn a busy life, you would need to keep yourself up to date with the latest developments in women's health. You can find a variety of useful and informative websites on the internet that is dedicated to helping women in this regard.If you feel as if you do not really have time to research on women's health issues, then you can give your health assessment essay some time. You will find some sample essays for this. These samples are available for a variety of topics, including everything from pregnancy, to the prevention of disease, to the growth of your breasts.Also, you will find out some facts about the various diseases that affect women in this day and age. It is best to be prepared when it comes to any such information you might find.Remember that you should be able to write a very compelling health assessment essay. By using a lot of good research and information, you can make sure that you do not fall into the trap of thi nking that you should know about every women's health issue in the world.Since there are so many things to know today, it is important that you stay informed and current about the different developments in the present day. While the information may seem useless at first, you can learn how to get a handle on all of the information in just a matter of weeks or months.Once you get a grasp on a women's health assessment essay, you can proceed to getting a job in this field. With all of the knowledge you have on hand, you will be able to better direct your job search.Ensure that you get plenty of research materials when it comes to this field. You can use online magazines, books, journals, newspapers, even television programs and online courses as a guide in your search.As you can see, there are a lot of options available when it comes to writing a women's health assessment essay. Take some time to research and get educated before you get started.

Removal Act Of 1830 Essays - Cherokee Nation, United States

Removal Act Of 1830 Wallace Two distinct cultures existed on this Earth with the migration of man many thousands of years ago from Eurasia to the American continent. The people from the migration to the Americas had absolutely no contact with the people in Europe and Asia after they migrated. In fact, the two civilizations evolved in totally different manners, and at different speeds. The people in the Americas, or Native Americans existed mainly as hunter-gatherers using tools of bone, wood, and useful animal parts. Native Americans formed their beliefs into many different religions, and resided happily perhaps in buckskin wigwams or wooden longhouses. At the height of their civilization though, whites in Europe had their own religions and sociological issues and beliefs. The two cultures had evolved at different speeds, and in different directions. Civilization in Europe started centuries before civilization in the Americas began, leaving Europe with a massive head-start in key cultural areas; hence, a major cultural clash occurred when Columbus sailed the Ocean blue in fourteen hundred and ninety-two. The whites from Europe simply could not tolerate the Native Americans, or Indians, overall lack of civilization, as the Europeans described themselves. For hundreds of years, the two groups fought over land, religion, and other major components their separate lifestyles. Eventually, whites started coming over in large masses in the mid-eighteenth century when the riches of America enticed them to abandon their mother country and its growing problems of the American Revolution. The Europeans, or Americans (as opposed to Native Americans), and the Indians were fast approaching a do or die situation. The Indians were desperately trying to salvage what land they could keep from the white settlers, after all past attempts had more or less failed. On the other hand, the Americans were pushing the Indians as hard as they could to the Western half of North America ( North America being divided by the Mississippi). They wanted to settle the Eastern portion of their land without the Indians revolting, getting in the way with their religions, and stirring up the general racism that the majority of the white settlers possessed in that time period. Basically, the whites did not want the Indians to live among them or near them, and the Indians did not want to simply give up their land and move hundreds of miles away. In the late 1700s and early portion of the 1800s, the Americans practiced an unwritten removal policy, of unfairly acquiring Native American land, destroying Indian tribes, and forcing Natives to recede into the depths of the land they have lived upon for thousands of years. The Indians put up quite a resistance for a few hundred years, but the time had finally arrived when the whites were seriously thinking about passing a bill through their Congress that would demand that all Native Americans move on the Western side of the Mississippi River. For the Americans, inf luential scholars, military heroes, and religious leaders each had his own opinion on whether they had the right to pass a rather finalizing law on such a major issue. Congress passed the Indian Removal Act in 1830, which in short gives Americans the legal right to force Indians out of their present homes east of the Mississippi, onto a reservation west of the Mississippi. The margin of the Removal Acts victory in Congress was very narrow. Influential Americans such as Lewis Cass, Andrew Jackson, Theodore Frelinghuysen, John Forsyth, John Ross, and others expressed their opinions to the public and Congress before the passage of the Removal Act. Lewis Cass, Andrew Jackson, and John Forsyth were three of the pro-removal leaders who helped influence Congress to ratify Removal Act. Each of these famous influences in American colonization expressed his strong opinion based on experience with Americas unwritten removal policy and his engagements with the Indians to date. Lewis Cass was the governor and Superintendent of Indian Affairs of the Michigan Territory in the 1820s. As the foremost authority in the United States on the languages and cultures of the northern tribes, Cass argued that Indian emigration west of the Mississippi was morally necessary for Native Americans to survive and civilize without extreme pressure from Americans living near

Robert K. Merton (1910-2003) - Sociologist Profile

Robert K. Merton (1910-2003) - Sociologist Profile Best known for developing theories of deviance,  as well as the concepts of self-fulfilling prophecy and role model, Robert K. Merton is considered one of Americas most influential social scientists.  Robert K. Merton was born July 4, 1910 and died February 23, 2003. Early Life and Education Robert K. Merton was born Meyer R. Schkolnick in Philadelphia into a working class Eastern European Jewish Immigrant family. He changed his name at the age of 14 to Robert Merton, which evolved out of a teenage career as an amateur magician as he blended the names of famous magicians. Merton attended Temple College for undergraduate work and Harvard for graduate work, studying sociology at both and earning his doctorate degree in 1936. Career and Later Life Merton taught at Harvard until 1938 when he became professor and chairman of the Department of Sociology at Tulane University. In 1941 he joined the Columbia University faculty where he was named to the Universitys highest academic rank, University Professor, in 1974. In 1979 Merton retired from the University and became an adjunct faculty member at Rockefeller University and was also the first Foundation Scholar at the Russell Sage Foundation. He retired from teaching altogether in 1984. Merton received many awards and honors for his research. He was one of the first sociologists elected to the National Academy of Sciences and the first American sociologists to be elected a foreign member of the Royal Swedish Academy of Sciences. In 1994, he was awarded the National Medal of Science for his contributions to the field and for having founding the sociology of science. He was the first sociologist to receive the award. Throughout his career, more than 20 universities awarded him honorary degrees, including Harvard, Yale, Columbia, and Chicago as well as several universities abroad. He is also credited as the creator of the focus group research method. Merton was very passionate about the sociology of science and was interested in the interactions and importance between social and cultural structures and science. He carried out extensive research in the field, developing the Merton Thesis, which explained some of the causes of the Scientific Revolution. His other contributions to the field deeply shaped and helped developed fields such as the study of bureaucracy, deviance, communications, social psychology, social stratification, and social structure. Merton was also one of the pioneers of modern policy research, studying things such as housing projects, the use of social research by the ATT Corporation, and medical education. Among the notable concepts that Merton developed are unintended consequences, the reference group, role strain, manifest function,  role model, and self-fulfilling prophecy. Major Publications Social Theory and Social Structure (1949)The Sociology of Science (1973)Sociological Ambivalence (1976)On The Shoulders of Giants: A Shandean Postscript (1985)On Social Structure and Science References Calhoun, C. (2003). Robert K. Merton Remembered. asanet.org/footnotes/mar03/indextwo.html Johnson, A. (1995). The Blackwell Dictionary of Sociology. Malden, Massachusetts: Blackwell Publishers.

Final Paper Outline and Annotated Bibliography Coursework

Final Paper Outline and Annotated Bibliography - Coursework Example This section discusses the application of clinical psychology in treating Joe from his medical condition. Clinical psychology just as the name suggests refers to the integration of clinical knowledge, theory, and science to understand, prevent and relieve psychological based dysfunctions thereby promoting behavioral wellbeing of an individual. Joe requires the application of clinical psychology and the section will explain how and why. Joe suffers from major depression. This section will concentrate on explaining the causes of his condition two of which are his genes and environment. Joe loses both his job and family. The two are serious occurrences that depress him. His family history further aggravates his situation. The section will, therefore, show how the two cause his unique condition. Integration in clinical psychology refers to the incorporation of various therapeutic approaches including gender, spiritual, cultural and sexual orientations in a case. The section will discuss integration among other hypotheses that would enhance the effectiveness of Joe’s treatment. Cognitive behavior therapy offers appropriate remedies that can help manage Joe’s situation. The section discusses the application of the therapy in the treatment of Joe. The therapy relies on the theory that claims that emotions, cognition, and behaviors have a relation and interact in most situations. The therapy, therefore, strives to treat all the factors thereby providing a holistic treatment to the patient. The section discusses the advantages and disadvantages of the trend. Advantages of cognitive behavior therapy include the fact that it is holistic. However, the approach may evoke emotions thereby hinder the patient’s cooperation. Additionally, the method is time-consuming. This section discusses the two among many others thereby developing a systematic understanding of the case. To build a rapport with Joe, I will approach him respectfully with the view to winning

Unit 2 Public Demand for Medical Care and Health Insurance in the Essay

Unit 2 Public Demand for Medical Care and Health Insurance in the United States - Essay Example This measure provides an indication of the magnitude of cause specific mortality in a population (National statistics, 2011). The measure, however, underestimates the prevalence of deaths within a given population. Unadjusted mortality rates among groups sometimes is misleading especially in a case where the age distributions of the population at risk are different. This misleading report highly affects the planning of healthcare and decision making due to underestimated mortality in a population (Danver, 2010). Chronic diseases that include heart diseases has been a major cause of deaths in this state. The disease had higher adjusted mortality rates than the national average (National statistics, 2011). According to CDC heart diseases had leading causes of deaths.84% of the deaths occurred to people aged 65 years and above while 43% of the deaths occurred to people aged 85 years and above. The age adjusted mortality 3.32 which is slightly higher than the national average which stand at 3.01 (Danver, 2010). The rate is higher due to the unhealthy lifestyles of the people of this state. To solve the problem many factors come into play, organizational factors like schools and faith based organizations to influence and support health behavior change, Community factors that involve self-initiated programs to live healthy and health policies that favorably influence prevention of chronic diseases (Bluelow, 2010). Search Engine - Web - Seivo Web Search Engine. (n.d.). Search Engine - Web - Seivo Web Search Engine. Retrieved April 15, 2014, from