|
|||||
![]() Entrepreneurship
MGT602
VU
Lesson
27
THE
ORGANIZATIONAL PLAN
LEARNING
OBJECTIVES
1.
To understand the importance of the management
team in launching a new venture.
2.
To understand the advantages and
disadvantages of the alternative legal forms of
incorporation.
3.
To explain the S Corporation and
limited liability company as alternative
forms of incorporation.
4.
To learn how to prepare a
job analysis, job description,
and job
specification.
5.
To illustrate how the board of directors or board of
advisors can be used to
support the management
of
a new venture.
DEVELOPING
THE MANAGEMENT TEAM
Potential
investors are interested in the
management team and its
ability and commitment to the
new
venture.
Investors
usually demand that the
management team not operate
the business part-time while
employed
full
time elsewhere. It is also unacceptable
for the entrepreneurs to draw a
large salary. The
entrepreneur
should
consider the role of the board of
directors and/or a board of advisors in
supporting the man-
agement
of the new venture.
LEGAL
FORMS OF BUSINESS
There
are three basic legal forms
and one new form of
businesses.
The
three basic forms
are:
a.
Proprietorship.
b.
Partnership.
c.
Corporation
A
new form is the limited
liability company,
which is now possible in
most states.
The
entrepreneur should evaluate the pros and
cons of each of the legal forms
prior to submitting a
business
plan. He should determine the priority of
several factors discussed
below. It is also necessary
to
consider
intangibles such as image to suppliers,
existing clients, and prospective
customers.
Ownership
In
the proprietorship, the owner
has full responsibility for
operations.
In
a partnership,
there may be owners with
general or with limited
ownership.
In
the corporation, ownership is
reflected by ownership of shares of
stock.
Liability
of Owners
The
proprietor and general
partners are liable for all
aspects of the business.
Since
the corporation is a legal entity
that is taxable and absorbs
liability, the owners are
liable
only
for the amount of their
investment.
To
satisfy any outstanding debts of the
business, creditors may
seize personal assets of
the
owners
in proprietorships or regular
partnerships.
61
![]() Entrepreneurship
MGT602
VU
In
a partnership the general partners share
the amount of personal liability equally,
regardless of
their
capital contribution.
In
a limited partnership, the limited
partners are liable only for
their capital
contributions.
Costs
of Starting a Business
The
more complex the organization, the more
expensive it is to start.
The
least expensive is the proprietorship,
where the only costs may be
for filing for a
business
name.
In
a partnership a partnership agreement is needed, in
addition this requires legal
advice and
should
explicitly convey all
parties' responsibilities, rights and
duties.
A
limited partnership may be more complex
to form because it must comply strictly
with statu-
tory
requirements.
The
corporation can be created
only by statute.
The
owners are required to register the
name and articles of
incorporation and meet
state
statutory
requirements.
Filing
fees and an organization tax may be
incurred.
Legal
advice is necessary to meet the statutory
requirements.
Continuity
of Business
In
a sole proprietorship, the death of the
owner results in the termination of the
business.
In
a limited partnership, the death of a
limited partner has no effect on the
existence of the
partnership.
A
limited partner may be replaced,
depending on the partnership agreement.
If
a general partner in a limited partnership
dies or withdraws, the limited
partnership is
terminated
unless the partnership agreement
specifies otherwise.
In
a partnership, the death or withdrawal of one of the
partners results in termination of
the
partnership,
but this can be overcome by the
partnership agreement.
a.
Usually
the partnership will buy out the
withdrawn partner's share at a
predetermined
price.
Another
option is to have a member of the
withdrawn partner's family
take over as
b.
partner.
The
corporation has the most
continuity, as the owner's death or
withdrawal has no impact on
continuity
of the business, unless it is a closely
held corporation.
62
Table of Contents:
|
|||||