Introduction to Business Organizations (2nd Edition)
STUDYING THE LAW OF BUSINESS ORGANIZATIONSWhy study the law of business organizations? Because you need it!No one lives in today's society without encountering business and commerce. Whether it's bartering with your siblings, doing business with the local store, trading items at recess, paying the bills, or managing an international company—everybody's doing business.This book was written with two presumptions:* Simple is better than complicated.* The authors cannot cite statutes from every state in the union.Simplicity we offer. You, the reader, should keep the specific statutes of your state close at hand.We will refer to our companion book, Introduction to Contracts, published by Pearson Publications Company. We will not repeat ourselves. If we already wrote about the subject in Introduction to Contracts, we will refer you to that book.We expect the readers of this book to be nonlawyers—paralegal or business law students, entrepreneurs, or owners of small businesses. We assume you want to learn about the various ways to do business without going to law school. At the same time, we strongly recommend retaining a good attorney and a good accountant to help you succeed in business.First, locate the statutes you will need.   Getting Ready* Where are the acts governing partnerships located in your state's statutes? Find the precise names and citations. Expect to find one for general partnerships and one for limited partnerships.* Does your state provide for a partnership's adopting a status called "registered limited liability partnership"? If so, what is the y authorizing statute?* Where is the act governing for-profit business corporations located in your state's statutes? Find the precise citation. Does it mention close corporations?* Where is the act governing nonprofit corporations located in your state's statutes? Is there an act governing unincorporated nonprofit organizations or associations?* Does your state provide for corporations organized by persons offering professional services? If so, determine the name of the act and where it is found in your state's statutes.* Does your state have a statute providing for limited liability companies and professional limited liability companies? Locate its name and citation.* Where is the act governing assumed business names located in your state's statutes? "Assumed business names" are also called "fictitious business names." You may have heard of a "d/b/a" – "doing business as."* Where is the act governing associations found in your state's statutes? What sort of entities are covered by this act – professional associations? Cooperative associations? Other associations?* Some states have a statute called the "Miscellaneous Corporation Law" or a similar title. Is this true in your state? If so, locate the statute and note its precise title.* Does your state publish a book called a filing guide or some similar name? For example, every two years the Texas Secretary of State publishes a new volume as the legislature amends the laws. The current title of this excellent guide is the Filing Guide for Business Organizations and Non-Profit Corporations. Determine if your state publishes such a guide.* What is the universal resource locator (URL) of your secretary of state? Of your state's taxing authority? Of your state's corporate statutes?