Legal Definitions

Sole Proprietorship: The sole proprietorship is the simplest business form under which one can operate a business. The sole proprietorship is not a legal entity. It simply refers to a person who owns the business and is personally responsible for its debts.

General Partnership: A general partnership (or simply a “partnership”) is an association of two or more people carrying on a business with the goal of earning a profit. A partnership is viewed as being one and the same as its owners. There is little formality involved in creating a partnership.

Uniform Partnership Act: The Uniform Partnership Act (UPA), which includes revisions that are sometimes called the Revised Uniform Partnership Act (RUPA), is a uniform act (similar to a model statute), for the governance of business partnerships by U.S. States. The 1914 version of the UPA was enacted into law in every state except Louisiana. The most recent revision (RUPA) has been enacted into law by 37 states.

Corporation: A company or group of people authorized to act as a single entity (legally a person) and recognized as such in law. A corporation is formed by filing Articles of Incorporation with the Secretary of State of the state in which the company chooses to do business.

Articles of Incorporation: The "Articles of Incorporation" act as a charter to establish the existence of a corporation in the United States, and are filed with Secretary of State, or other company registrar in the state that the company choose to do business.

S-Corporation: An S corporation (sometimes referred to as an S Corp) is a special type of corporation created through an IRS tax election. An eligible domestic corporation can avoid double taxation (once to the corporation and again to the shareholders) by electing to be treated as an S corporation. In an S Corporation, profits pass through to the owner/shareholders and are only taxed at the individual level.

C-Corporation: A C Corporation is any corporation that is taxed separately from its owners. A C corporation is distinguished from an S corporation, which generally is not taxed separately. Most major companies (and many smaller companies) are treated as C corporations for U.S. federal income tax purposes.

Limited Liability Company: A limited liability company (LLC) is the United States-specific form of a private limited company. It is a business structure that combines the pass-through taxation of a partnership or sole proprietorship with the limited liability of a corporation. An LLC can also choose to be taxed like an S Corporation.

Articles of Organization: Similar to Articles of Incorporation, but Articles of Organization are filed to form an LLC.

Trademark: Consists of a word or words, phrase, logo, graphic design, or expression that functions to identify the source of a product or service and to distinguish it from competitors.[


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