Who owns it?
Owners of this type of entity are called Members
LLC
The term for a lawsuit when a shareholder sues on behalf of a corporation
Derivative suit
This type of entity does not allow foreign investors to be owners
Partnerships
This type of entity has more requirements and required processes than other options
Corporation
A corporation or LLC formed outside of a state's jurisdiction
A foreign corporation or LLC
Owners of this type of entity are called Shareholders
Corporations
Damages awarded in a shareholder derivative suit are awarded to this party
The corporation
This type of entity combines the limited liability aspects of a corporation with the tax advantages of a partnership
LLC
In some states, this type of entity is not an option for professionals forming an entity
LLC
(May have to form as a professional corporation or professional limited liability partnership)
When a court ignores the business structure and imposes personal liability on the owners
Piercing the corporate veil
The term for ownership interests in an LLC
Membership interests
The courts can treat this type of corporation like partnerships and hold each professional liable for malpractice committed within the scope of the business by others in the firm.
Professional corporation (P.C.)
This entity offers more uniformity, because most states have adopted the model code
Corporation
In this type of entity, the owners will have joint liability for the acts of the entity
Partnership
Corporate earnings that are not distributed as dividends
Retained earnings
The term for ownership interests in a corporation
Shares
In Hodge v. Stongbuilt, this type of entity allowed the D to avoid personal liability in a products liability suit
LLC
*The liability exposure of an owner of this type of entity is limited to the amount of that owner's investment
* 3 possible correct answers
LLC, Corporation, Limited Partnership
Fewer than than 1/5 of the states have adopted the model code for this type of entity, which create legal unpredictability across the states
LLC
An event that will lead to a Member's dissociation
A triggering event
This type of entity cannot be a shareholder in an S Corporation
Partnership
This entity can be sued in every state of which their owners are citizens
LLC
If you want to go public (e.g. launch on IPO on the NYSE or NASDAQ), this is the entity you want to choose
Corporation
Owners of this type of entity may be unable to move litigation to federal courts under diversity of citizenship
LLCs
(b/c the LLC can be sued in any state where Members are citizens, reducing availability of federal courts under diversity of citizenship)
When LLC members designate a person or group of persons to manage the firm
Manager-managed