llcs-corporations-partnerships

Definition

The security interest on property that has priority in being paid back in full first before all other liens (junior liens).

See also

• Lien

Definition

A person who owns and operates a business by themselves or as a partner and derives income by conducting profitable operations of that business, rather than receiving a salary as an employee. A self-employed person is responsible for paying social security and medicaid taxes in addition to income tax.

See also

• Self-employment tax
• Employee

Definition

Action taken by a corporate fiduciary done for that person's personal gain, rather than for the benefit of the corporation. Examples include taking a corporate opportunity, using corporate funds as a personal loan or purchasing company stock based on inside information received through being in the position of a fiduciary. Self-dealing is a violation of the duty of loyalty.

See also

• Fiduciary duty
• Corporate opportunity

Definition

A device used to create an impression or imprint on paper utilizing wax or a stamp. The seal is used to execute a legal document or guarantee the document's authenticity.

See also

• Guaranteed signature
• Electronic signature

Definition

A formal statement of opinion or decision to take a certain action. See: corporate resolution.

Definition

A detailed document filed with the Securities and Exchange Commission (SEC), required for businesses that wish to issue shares to the public totally over $500,000. It contains detailed information on the business' history, financial state, current business plans, the names of its directors and officers as well as any pending litigation it is involved in.

See also

• Prospectus
• Securities

Definition

See: agent for service of process.

Definition

A corporation's official listing of shareholders as well as a record of the corporation's stock issuances and transfers.

Definition

An entity, such as a county or school district, that has not been incorporated by a state, but that performs some functions of a corporation. Sometimes called a quasi-municipal corporation.

Illustrative caselaw

See, e.g. Barnes v. District of Columbia, 91 U.S. 540 (1875).

See also

• Limited liability partnership (LLP)

• Municipal corporation

• Public corporation

Definition

A corporation whose shares a publicly traded on a stock exchange. Also, a corporation owned by the government, or created for a municipal purpose.

See also

• Securities
• Closely held corporation