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llcs-corporations-partnerships

Closely held corporation

Definition

A small, privately held corporation with only a few shareholders, usually family members or other close associates.

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capital investment

Money invested into a business with the expectation that the money will be recovered through future profits.  Generally, the money is used for capital expenditures as opposed to daily working capital.

capital

The available assets of a business, including liquid assets (cash) and/or physical assets (machinery, buildings, and equipment).

 

 

Buy-sell agreement

Definition

A binding agreement used by sole proprietorships, partnerships and close corporations that governs what happens to an individual's ownership interest when that individual withdraws from the business, dies or becomes disabled. Also known as a "buyout agreement".

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Bulk sales law

Definition

State law that applies when a a business is selling all or most of its assets outside of the ordinary course of business which imposes certain requirements on the seller in order to protect the business' creditors. Bulk sales laws have largely been superseded in most states by Article 6 of the Uniform Commercial Code (UCC).

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Beneficial ownership

Definition

A trust arrangement whereby the beneficial owner of a security has the power to vote on and influence decisions regarding that security, and receives the benefit afforded by the security, even though in street name the security may be held by someone other than the true owner, such as a broker, for safety or convenience reasons.

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Articles of organization

Definition

Document required to be filed with a designated official, usually the Secretary of State, to legally register a Limited Liability Company (LLC). Since LLCs are governed by state law, the information required to be in the Articles of Organization varies by state, but usually includes the name and address of the business, the primary purpose of the business and the name and address of the business' registered agent.

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Article

Definition 

A paragraph or section of a legal document or statute.

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